SpiderWoman
by MoonSpider95
Summary: Where the Hero Registration Act Leads
1. Origin of SpiderWoman

Origin of Spider-Woman

Sarah Typhon was the town sleuth. She was comparable to Nancy Drew. She was often warned to stay out of trouble, but it always has a way of finding her. Sarah didn't just solve mysteries, when danger was near, you can bet she had something to say about it. One day she was investigating occurrences at a so-called "haunted house." Once inside, she was almost immediately caught. The man behind it all was a mad scientist. Sarah was a very persuasive talker and got him to pour his guts out. All of the strange occurrences were a cover-up for his experimenting. Supers were only around years ago, hidden by the government. He discovered this and decided the most useful powers were those of Spider-man's.

"You're INSANE!" she told him. Turns out he needed a test subject. It took 5 men to hold her down after hearing that. She was dragged to the floor and given a specially designed everlasting serum by needle. She saw a couple of men arguing as she was about to be trapped for observation and found a way to outwit them. She pushed on one of them nearby.

"Watch what you're doing you big ape!"

"Huh? What are you talking about..........idiot"

"You gonna take that from him?" Sarah said. One threw a punch, the other kicked, and then they both moved so fast I'm not sure what moves they used. One's shirt tore off, swinging the key her way, close enough for her to unlock herself.

She used her phone to call the police while she hid behind a small table, catching her breathe.

"Hello, Police? This is Sarah Typhon. Come down to 1414 Cordina Way, these men, they're crazy and dangerous! Please, JUST HURRY!"

"Calm down ma'am. Now, what was the address again?"

"1414 Cordina Way."

"We are on our way ma'am."

Then she realized she had been discovered. A man grabbed her from behind. She struggled to escaped, when they saw her cell phone.

"This little RAT! I bet she called the POLICE!"

Sarah saw two more men coming her way, so she bite down on the guy while he held his hand over her mouth. He screamed in pain, his hand bleeding while she ran for cover. Biting his hand? Crude but effective, she thought.

"Oh, no! Those guys know the police are coming! I have to stop them from running away!"

Sarah bolted toward the door, but ducked underneath an old moldy chair, where she overheard them talking.

"That girl got super-shot, she escaped, the police are coming...how could this get worse?"

"Shut it, Ronny! We just gotta bolt 'fore da fuzz shows."

"I am with you!"

Sarah couldn't help but chuckle at him. The men noticed her position. Wild kicks and punches let her escape, but she couldn't let those wackos do the same. Sarah realized they were still chasing her, so outside she led them down to the cellar.

"HA! You're in for it now, little girl! No place ta run!"

Sarah noticed a pile of abandoned tools and gear in the cellar, most of them large, heavy....and easy to knock over. As soon as she could "see the white in their eyes" she pushed down all those supplies making them all buried in a chaotic avalanche!

Sarah heard sirens in the distance. The police have arrived. FINALLY! She hurried outside to grab the men in blue's attention. She showed them everything in the cellar, including the crooks caught under a tool mountain! The higher-ranked officers went inside to see the "mad laboratory", so named by Sarah. She told them everything she knew about what the crooks were planning.

"Those guys were total wack-jobs! They wanted me to be some sort of guinea pig for a super-power-mutation or something! Put them in straight jackets, lock them up, and throw away the key!"

Seeing the serum had no apparent effect, she left out the part where they shot her.

Walking home from school the next day, some guys are picking on her 'town detective' routine. She is not a good fighter, usually getting her crime solving success from strategy. Anyway, she backs up against a pole in a swing back and breaks it in two.

She shakes it off. Later that night, she watches a horror movie and gets startled. When she looks at herself, she's on the ceiling! She moves from the ceiling to the wall at ease. She remembers the scientists' insane exploits and does the hand gesture every Spidey fan knows. To her amazement, organic webs shoot out. She thinks it's amazing.

Then she looks back at her past. Because of her detective act, her family and friends are constantly put into jeopardy. Without a secret identity, it's easy to trace her. She doesn't ask for a compulsion for justice, its just her. Now she has an amazing edge that would not only hinge on the whole "jeopardize friends and family" thing, but also turns her into a, lets admit it, a crazy carnival act. Not only that, but her folks worry about her to death. She figures, with a secret identity, she wouldn't have these problems.

So since there are no other heroes or heroines around, she bases her design as a mixture of Spider-Man and Wonder Woman. From Spider-Man, obviously, she gets the colors and spider-web design. From Wonder Woman, she decides to go with the bathing suit body costume with added arm-length gloves and high-heeled boots. She also adds a red and black-lined mask, pointed to the sides of her ears. (A little exaggerated) And thus, Spider-Woman, of a new super generation, is born. 


	2. Spider Slayers Awakened

Spider-Slayers Awakened!

Sarah has been working hard to keep her new secret under wraps. She figures, gotta find easy money. So, she goes free lance in photography. After all, pictures of the only super heroine in years, it should really rake in the money. Basically set the timer, fight, and say cheese! In the mean time, the people are in a love/hate relationship, but the government is all hate. So they check into a secret facility. As it turns out, some new spider slayers were built. Spider-Man shut them down, but they were preserved by the government. (go figure) Now, they don't want to go through the same stuff again. So they send them after her.....

Meanwhile, as now the dirty work is done by expendable clones, X125 gets an idea. The weaponry, the power, it was _soooo_ irresistible. So he took matters into his own hands.

Back with Sarah Typhon, her father Peter (looking back, coincidently named), came to New York to see how his daughter was adjusting to the big city. They moved a sum of about 3 years back. She was just entering her apartment building when her spider-sense went off. Imagine her shock when giant robots spiders surrounded the buildings. She told her dad to stay hidden while she went to get help. She stuck the timed camera on the side of the building and swung into action. She had no idea what was going on. Every move she maneuvered was worthless. She was still at burglars and purse snatchers. All of a sudden, she's fighting giant robots! Hope is dim. Then, a swung was taken at her apartment building, merely scraping the top, but Peter is sent to the ground. "Dad!" she thought, and as her anger grew towards the major robot, the clone responsible appeared.....

Clone X125 came out of the top hold of one of the slayers. He emerged with this greeting, "Well, well, well. The new legend, Spider-Woman. Oh, you have made enemies on your new fame haven't you? The government is all a buzz about you."

Sarah didn't know what tore her apart more:

The fact that robots were tearing up the town  
that her dad was hurt, and she couldn't help because she has to deal with this Bozo  
that the government would hate her so much  
or that that Bozo actually used the words "all a buzz"

"So, you would destroy the town to find me?"

"No, that was a bonus." he said with a chuckle.

You gotta act now, she thought. She ran to swing to her father, but the slayers had her well in hand. Again the clone ranted.  
"You have been a nuisance in more ways than one. I just don't understand the fans you have. Ah well, guess there has to be some people with bad taste. I am known as Clone X125. Oh, but you have no idea what power I now wield."

As she was captured by the slayers, she gazed in horror as he was electrocuting himself. She thought this would bring more danger than ever. She looked down to check on Peter, and fortunately the ambulances were taking him away. She directed her gaze back to the clone, and he was getting more muscular. He turned to the biggest of the slayers, and it moved as he moved.

"There were some difficulties at the lab. Pity what some simple genetic strand cloning mutations can do."

By that time, she had slipped away with a trick she learned on one of her missions as a town sleuth. Spidey stuck a space between the claws with her webbing and slipped through. Clone X125 was too busy rambling on to even notice. She had to laugh. By the time he figured it out, he finished his apparently rehearsed speech and was furious. She heard it all from the side of the building. Eventually, he blasted off, to apparently recalculate his plans.

Sarah took this time to visit her father. He suffered minor damage. He would go free the next day. He did not blame her, but she did. She thought:

"If only I could have been there for him. When I was a super sleuth instead of a super heroine, I had my folks every now and then at gunpoint. It never got as bad as this. How did this get so ugly so fast? Why does the government hate me? I know why, so-called heroes or heroines would attract messes like this. But that's all comics right?"

Wrong. Heroes did exist. They were covered up years after they were wiped out. Now their stories are simple comics. She noticed a official looking man exiting the scene when she went back. She followed him without being noticed to a secret facility. She overheard the same about the real heroes.

Along the way a comic book came to mind. One of her favorites, one that inspired her, Spider-Man. She thought, now it seems, it was all real! She knew she wanted to give up. Her father was hurt and she couldn't help. She felt so weak. But then she remembered a phrase that pulled her through her mysteries and crime solving: "With Great Power Comes Great Responsibility." Even though it referred to super powers, she used that idea to let her now that you gotta do whatever you can, whatever your abilities, special or common, to do the right thing.

I have to keep on. I have to wear this costume. I have to be Spider-Woman.

That to her was clear. Once inside, she followed every move he made by the ceiling. They were furious. They not only hated for their own clone to turn against them, but the Spider Slayers were modified by the government to be unstoppable. She heard him say to another officer.

"That Spider-Woman may be of some use after all. She was captured, but that was a neat trick she used to get out. It damaged his machinery, and since he was connected to him, it weakened him. That alone she take him a few months to recover."

"Should we reopen the super files?"

"Shhh.....we mustn't even speak of them. They meant well, and save Earth numerous times, but brought much destruction. It seems this new Spider-Woman has reopened the file herself, for a new generation. Clone X125 has gone bad, but once she defeats him, if she defeats him, she will be brought under cover as well."

"He was given a code name for....said file.....and must be inserted for a new level status immediately. Codename: Upgrade"

Sarah was ready. Spider-Woman was ready. All her life there were risks. She thought, maybe starting too early. All her life there would be consequences, and through her mind one phrase that inspired her through child hood will pull her through the dark now. A lesson she would never forget, learned by supers before her:

With Great Power Comes Great Responsibility 


	3. SpiderWoman's Shadow

Spider-Woman's Shadow

Sarah Typhon had a friend visiting from Maryland where she grew up most of her life. Her name was Melody Grangier. She was a African American friend who did karate almost her entire life. Unfortunately, her father just died and the family was very low on money. Sarah could relate because her mother died after she was born. So, she offered her home, which is how she got where she is.

"Hey, Melody!"

"hi."

"I'm so sorry to hear what happened. Your welcome to stay as long as you want."

"yeah"

Sarah could tell her friend was depressed. Mel was always a perfectionist. She always thought that she could do something to help. In fact, she was basically a sidekick on most of her little detective missions. Whenever Sarah was being interviewed she would always say, 

"Yeah, and I'm just the annoying little sidekick that needs to learn how to say 'no'"

She was the comedian of the group. Sarah offered to help, but she heard a siren. An ambulance. Oh, No! She wasn't wearing the suit underneath! Sarah was so busy going to the airport, she forgot to wear it.

"Uhh... listen, I gotta make a quick run... be right back."

"Ok"

Sarah hurried to make her change and was just about to swing out the window when she heard Melody say...

"Wait... if you gotta go somewhere... why go in your room?"

Right before she opened the door she swung out of sight. She realized it would be risky having a guest in her home, but they used to be best friends before she moved to NYC.  
Sarah hurried to the fire a couple blocks down, but Melody was still suspicious. (Guess she picked up a couple detective skills from Sarah)

She studied Sarah's bedroom, and noticed something strange peeking out from her dresser. A cloth that was red & blue, with a black Spider design.

"What is this?"

Melody was this close to opening the dresser discovering the red 7 blue tights, when Spidey came back from the burning building. She saw what was about to happen and quickly ducked down. In here years of experience, she had to learn ventriloquism and tried it here...

"Mel, get out here! I...uh...want you to see...something."

Man! Mel thought. What was it? "Coming!"

Whew! That was close! As soon as she left Sarah put on some clothes. She convinced Melody that she was hearing things.

"Sarah, I have to tell you something, I was doing some snooping..."

"You were in my room!"

"I'm sorry, I just had this feeling that...wait... I never said where I was snooping! How did you know"

"Know what" 

"Me in your room" 

"Who?" 

"Huh?" 

"What?"

The confusion was the oldest trick in her book.

Later that night, she was on night patrol, and Mel was _sooo_ curious. She searched the room again.

"I'm sorry, but I know your hiding something from your old pal, and I'm going to find out what."

As a precaution to her snooping, she placed pillows as a dummy in her bed. She saw her "Sleeping" and thought back to slumber parties. "Wait... she tosses around like a salad in a restaurant in her sleep!"

She pulled open the covers and saw the pillows. "Now I know she's hiding something" On a side note she thought, _wow, I am so awesome!_ Mel hid in a dark corner of the room to wait for Sarah's arrival... surprise for window or door.

Spidey was coming home from her patrol at a surprisingly quiet NY. She went through her apartment's balcony, making footsteps Mel heard. She turned to her, them both staring at each other, one in amazement, one in pure uncertain shock. 

"I can explain"

"It better be that you're really Spider-Woman because I thought I was crazy enough as it is."

"Sit down"

From there Sarah told Melody everything, how she got her powers, the decisions she'd made, and what she's learned.

"Sarah, I won't let you go on by yourself! Even with that detective thing when we were kids we were a team! We are best friends. I...I can't believe you didn't tell me."

"It's a secret identity...before anyway."

"It's not that, it's just a shock. My father didn't just die, he was killed. I've been waiting for justice, and I see you like this... keeping secrets from your best friend...and you could have saved him!"

_Whoa...that was harsh_. "How could I? We live miles upon miles apart!"

"I know...I just wish..."

They stayed up the rest of the night discussing how Mel found out, then came a heavy topic...

Sarah came back from her school, Eastern Shore University, were she studied forensics, (she was planning to become a real detective before the change), and saw what made her spider sense go crazy! One thing she learned to look out for, was people trying too hard to be inconspicuous. She saw a man in a 40's trench coat and boulder hat. She quickly changed into Spider-Woman and swung carefully, sneaking behind the man. She went ahead to see his face, and it was Upgrade! _POOF!_ Upgrade tossed a metallic ball, releasing a gas! Spidey fell asleep.

Later, Sarah awoke sinking into the ground. She looked around and saw she was sinking into cement in the construction site. Upgrade was just ahead.

"Oh, Spidey, you are just too predictable! Do you think I'd be stupid enough to wear 40's clothes when hiding?"

Sarah struggled to get free, but she remembered and experienced that it only made her go down faster.

"Some heroine I turned out to be" she whispered to herself.

She was about to sink to her death when something amazing happened.

"Look out! Here comes the ShadowGirl!"

Melody was wearing a form-fitting all black outfit, probably just torn out of her closet, and a cheesy mask that was probably bought at a side store for $1.00.

Melody put her karate skills to use and did a 360 back-flip, from a construction bar to the villains head! Melody was also wearing a silk belt, which with some effort, pulled her out of the sinking liquid concrete.

"ShadowGirl? And what's with that mask?"

"Do you know how hard it is to come up with a sidekick name for Spider-Woman and throw the outfit together on such short notice?"

"How did you find me?"

Just then Upgrade came back into the picture and had some Spider-Slayer help.

"Umm...talk later?"

"Sounds good."

Sarah kept the Spider-Slayers busy, jumping from one another tricking them to blast each other. Melody used her skills to kick the crude out of Upgrade, which made it easier for Sarah. He lost control of the slayers because he controls them by thought, and Mel was too much to handle.

"Hey, this is easier than I thought," Sarah said, looking back at Mel she added, "When you get a little help."

The blasting attracted a lot of attention and Upgrade was later apprehended. Back at Sarah's apartment, they sat down on a couch and decided to talk about this, after all, her best friend her sidekick?

"So, how did you find me?"

"After you left, I sorta... followed you. But DON"T FREAK! I just had a little trust issues after I found out...and I was right. After he knocked you out he said something lame like, 'Don't worry Spider-Woman, you'll pay... at the corner of East and May.', so I bought this mask for a dollar, put on this mask and came as soon as I could."

Sarah couldn't help but be impressed and distressed at the same time. _Wait,_ she thought to herself, _mask for a dollar? Knew it._ Then a thought came to something that distressed her more.

"You took all that time to change outfits?"

"Hey, if he saw I was Melody, it was only a short jump to Sarah."

Sarah blushed 'cause she knew it was true. Sarah discouraged Mel on being her sidekick, but all Mel had to say was, "When we worked together I was the annoying little sidekick that needed to learn to say 'no'. This time, I don't plan on saying no."

Sarah accepted her enthusiasm, but told her if she was going to do it, time has to pass, that she thinks she it too eager for her own good. Could get careless. Soon, Mel found a great place not too far away in Manhattan and left. She said, "Remember if you ever need a sidekick, swing by and I'll be there in time to save your butt again."

Sarah knew she gained a new 'sometimes-sidekick' in Melody, she just worried she would lose her like Mel lost her dad, but worse, it would be her fault. Sarah just hoped nothing like that would come up again. And that Upgrade would stay behind the asylum bars. 


	4. Detective Spidey on the Case

Detective Spidey on the Case

Sarah was walking to her car, when she spotted Brent Miller, he was very athletic, a sure-win if he ever played football, and pretty smart to boot. He was the most popular guy in school, but he kind off didn't fit in with the rest of the football types, she thought. What was so different? She always had a crush on him. She always talks herself into haunted houses, crime investigations, and recently hero work. But she can never talk herself into walking up to that boy! She made it to her car and drove home. She beat herself up for chickening out.

She just made a quick stop home before she went to the police station. She was in college to be a detective like she planned all her life, and she was working as a "little junior miss magnifying glass" as the chief would call her in a bad accent. She was going to work on her first case. (That wouldn't have the credit taken by the police 'cause she was an amateur.) Her assignment was to go to the local Zinger Toy factory to interview the owner. As it turns out, people were stealing toys and returning them a couple days later, perfectly fine. Strange.

Sarah didn't think this was much of a big deal, but then, she said, 

"That's real odd, can I take one home for work?"

She did as she said and inspected the toy, seeing is there was any clue. No fingerprints. No hair. No lead.

Then, a stray cat came through the window. "Shoo!" The cat went back, but tore the toy. Oh, great, she thought. Evidence I'll have to pay for. Then, she felt something weird in the cotton. She dug deep into the cotton, and found money! What a toy! She looked closely, and it was counterfeit. Then she figured, this is a job for Spider-Woman!

She went back to the toy factory to investigate. Then she caught men in the act moving more toys, she thought of following them, but one of them looked up and spotted her. She had no choice but to fight. She knocked out and webbed all but who seemed to be the leader.

"Ok, I'll make this a whole lot easier on you. Who hired you?"

"Sorry...you'll...just have to see my résumé."

"I'm talking about this little stunt smart guy. I'll ask again. Who hired you? Where were you going?"

"Ok...Ok...I'll...talk...it was the ka...ki...kay..."

Apparently she beat him too hard. That was all she was able to make out. Sarah turned them in. "I saw Spider-Woman leave the scene. She caught them." Soon she was back to her normal routine. Only this time she had a puzzle to figure out. Who was counterfeiting the money? Why? She went back to her college the next morning, and saw Brent Miller again. This time she got close to him. She stumbled out a greeting, but then her spider-sense went off, it wasn't danger, it was something else. Something good, but scary, but unlike anything else. What was happening?

Sarah said to Brent, not knowing what to say in the case of her Spider-sense going of,

"Listen, Brent, I have some after school, college thing to go to. See ya.."

She broke away from him. Why did her Spider sense go off? If it wasn't danger, what was it? And who was doing the counterfeiting? One thing she knew for sure was she had a lead. It supposedly began with a _ka_ sound... but that henchman was a wise guy. He could have been bluffing to save his behind. So, she went to the only thing she knew for certain was Upgrade was against her... but he was locked away the last time they fought. He escaped last night, but he wouldn't be out long enough to make a counterfeiting scheme like this, would he? This didn't make any sense.

Sarah knew he was her only lead, so she knew this was a job for Spider-Woman. She swung all over New York to see if she could spot him.

Below she saw what looked like a fight. When she got there she hung in the shadows because her job was already done for her. Some muggers were already practically beaten to a pulp. What a surprise! It was Brian Johnson from her college. He was in the same classes as her because he had goals to be in the force. Then Sarah thought, "man, don't tell me I'm crushing on him too." After that incident with Brent Miller and her spider-sense, she felt that he gives her the creeps, scares her a little even. Now this guy comes along with almost the same interests as her.

"Get your head in the game, Spidey" she said to herself. She swung off again and went to an abandoned company building because it was a likely place to hide. She spotted someone in a cloak running in.

She kicked him down by swinging on her web and took off the hood. It was Upgrade. They didn't stop for witty comments. They automatically started fighting neck and neck. Finally, she cornered Upgrade and he said,

"What are you doing? What? You won't even get me a chance to do my master plan."

"You already got your way with the slayers and the counterfeiting. I'm taking you in. This time in a cell that'll hold you."

"You and that sidekick destroyed the slayers...for now...what are you talking about counterfeiting?"

Sarah beat on him some more to see if he was lying, but there was nothing to confess. He brought on some henchmen, almost like out of nowhere. She had no choice but to turn her attention to them. She defeated most of them when she heard another struggle. She turned, and the rest were taken care of. The other henchmen were webbed! Someone else has her powers! She turned back around and Upgrade was gone. She went to where she thought she saw the webs come out, but no luck.

Now Sarah was really confused. Who has her powers? Who is the new counterfeiter? What was Upgrade up to? And why did some strange new Spider-sense go off when she talked to Brent?

"SARAH! Where is your report on the Zinger Toy case? An update on your project was due today!"

"I'm sorry...I had...a lot on my mind. I have a draft on recent discoveries! Just give me a little time to type it up. Be back in a sec!"

Her school assignment had her running everywhere, but what do you expect for a "Criminal Investigation" college. With all the mysteries it slipped her mind. She fit in enough time and effort to please the teacher.

Well, she thought, I have numerous mysteries, danger everywhere I look, no lead...wait... danger! My spider-sense may have been strange, but it was going crazy over Brent! It's a long shot, but it's the only lead I have.

Knowing Brent goes to the same college, she changed and went to work, following him somewhat loosely. Thinking she was loosing him, she swung closer, and then she noticed a jerk in him. Then she took off running faster than she's seen anyone.

"He should be on track"

Spidey struggled to keep up, even on her webs. Brent ducked to an alleyway, and when Spider-Woman came along, he was gone.

Wow, this was getting hard! How could he have known? It's like he sensed her! Wait...sense. She sensed him, and someone helped her and shot webs, maybe he sensed her! But how would he have gotten powers? She had to be a maniac's guinea pig to get hers.

Sarah changed back to herself and met Brian in an alleyway.

"Hey Sarah! Um...sorry to here about the little 'no report' thing in class. From what I hear about you and stuff you used to do, it was a real shock."

"Yeah, just had a lot on my mind lately. Although you are doing better on the field."

"What do you mean?"

"I...uh...was at the corner of a building when I...noticed you walking away from piled up crooks."

"Ooh, yeah, I...work out... and, stuff. Anything exciting with you?"

"Well, my criminal project, and that hit a dead end. When I went to that old abandoned company building, I sorta..."

"Abandoned company building?"

"Yeah, my lead..."

"Listen, I gotta go"

Before she could say goodbye he ran out of sight. What was wrong? Well, the only valid lead she had left was Brent. Maybe he did have her powers. Why? How? She knew the only way to get those answers were to shake them out of him. She got his address through a New York phone book and changed into Spidey. She went out around midnight, a time when most anyone was asleep, and he was just about to go into the bedroom, still in day-clothes.

"What are you doing here?"

"Why do you shoot webs?"

He stood shocked not knowing what to say.

"Listen, I know you're on my side, you shot webs that caught the henchmen at the old company building. I know you sensed me when I followed. I just wanna know how you can do these things and why you were there."

"I could ask you the same thing. You are a young amateur who only knows what you practiced. I saw you try to fight hand-to-hand with those guys. You're only good tools were you're webs!"

"Amateur? You better watch what you're saying...Spider!"

"Why should I answer to you? You think you're a hero...but you're just a costumed girl who got lucky with powers. You don't know what it takes to be a hero."

"You don't know what I've been through! You know what...maybe you aren't worth my time."

Spidey turned to go out, but was surprised to here Brent speak up.

"Wait! Listen, we have differences, and why I can do what you do is a long story, but the slayers work, there are counterfeiters and some new mastermind out there, and we can do amazing things. Maybe it would be best for everyone if we work together."

Sarah pondered this, but he was right. She can squeeze info out of him later. Right now, they have a major mystery to solve.

"Agreed." 


	5. Answers

**Author's Note: Hey. I put a lot of hard work into this over at another site, and there are a _lot_ more chapters than this, so if you've been reading, read this and liked it, or hated it, idk, just let me know. Review this. I'd like some input either way. **

Answers

Spider-Woman decided to meet with Brent at the top of a skyscraper the next night. Not to investigate. Well, yes to investigate, but also to get some answers about him. Why can he do the same stuff she can? Spidey wasn't going to rest until she found out. With her curiosity it was eating her alive!

Just then her strange new spider-sense went off. She looked around and saw something strange in the distance. it was a type of silhouette so small she could barely make it out, although part of it looked like it was dangling by a thread. A thread? Wait...wait...she thought, maybe a web! Brent?

She was amazed at what she saw next. Spider-Man! A man from comic books, or at least that's what she would think if she wasn't a guinea pig for that scientist.

"Brent? What are you wearing? Why on Earth are you..."

"Calm yourself Sarah."

"Sorry, I just didn't expect...wait...why would….how did you?"

"At ESU, you had a strange sense when you were near me. It works both ways. "

She blushed as she didn't know why she didn't think of that sooner. He has her powers. Duh! He's going to be able to sense what she senses!

"Ok...Spider-Man... start explaining."

"I given some thought, and you deserve an answer, after all, your the one who risks her neck every day. You read those old Spider-Man comic books?"

"Who doesn't? It's a best-seller!"

"Meet my grandfather. And those Spider-Girl comics... my mom."

Spider-Woman's face stood at a shocked expression.

"This outfit was one of a few keepsakes. That and Spider-Girl...but I doubt I'd ever wear that!" he joked.

"Now it's your turn Sar...I mean...Spider-Woman. How did you get the family powers? What made you do this?"

"Well, that's a little harder to explain."

"If you say radioactive spider bite I'm gonna..."

"No, no. You know I want to be a detective more than anything. When I saw strange stuff at this abandoned mill I saw a golden opportunity. I was captured. Turns out some whacko found out about real heroes and made me his guinea pig for super burglars or something like that. They were taken in, but I came out a changed woman."

They discussed the entire matter with a couple fights thrown in over "That wasn't any of your business" or "why didn't you do this?" Eventually they came to agreements.

"SW, we know each other well. Even this. But now you say there is man that controls spider slayers, a smuggling scam, and some new mastermind behind it all? Wait...where did those slayers come from anyway?"

"Who knows? My guess is the government hates me...and heroes like me. That is why you said the heroes where hidden right?"

"Right. The point is now we can work together...and not just for villains either."

"What do you mean?"

"Well, this is new to you, and you wanted a friend to share it with. Now there's me. I always had these powers but never used them because I was hidden. I was lucky I made it here. And now..."

"Now there's me."

"Lets agree to tell each other everything, after all, this is a heavy load for one person."

Sarah struggled. "What was that spider-sense?"

"Oh, gramps figured that one out first. On one of his adventures there was this alien from some sort of spider planet. She knew who he was. When he asked how, she said that different, good feeling sense was how they identify each other."

"Wow, your family has been through so much. I see why you called me an amateur."

"So, agreed?"

Sarah struggled again. What was with Brian yesterday? He was acting suspicious. How would Brent react? She got so close to him, and now she brings up a guy she liked. He was beating on some muggers like he was a pro wrestler. She couldn't have the heart to tell him. She knew she would keep it away from him, but she reluctantly agreed.

The next day Brian ran up to her.

"Brian?"

"Sarah, at that building you told me about...(pant)...there was something there...(pant)...you need to come with me!

"Well, ok, but let me just go tell..."

"NO! I mean...there's no time."


	6. A Special Meeting

A Special Meeting

Sarah followed slowly, not expecting what would happen. Brian was a trusted student, but he reacted pretty weird when she mentioned that abandoned company building, which he seemed to be taking her to. She looked at his face to see his emotion and sincerity, yet his face was near blank, as if hypnotized. She was lead down a pathway that seemed endless, to a point where she couldn't see the exit and a mist filled the air to a point where she can't see where she's going. She gazed in awe as a shadowy misshaped human figure stepped closer.

"Welcome...Spider-Woman"

She was babbling on and on trying to come up with what to say. How did he know?

"Yes Sarah, I know, not much style for a heroine to have her secrets known. You have been a nuisance with that case of yours. Drop the case, or I'll have your neck. Your choice."

She directed her gaze to Brian, whom apparently had no idea what he had done. He was still in that emotionless state. Sarah was then dropped through a secret panel in the floor and was knocked out cold. When she awoke, Brent was at her side.

"Where were you, Sarah? I've been looking all over for you. I've been worried."

"Uhhhhh...what?...Brian... ...ughhhhhhh...Brent...he needs help. This man...he knows."

When Sarah was back to health, she told him everything. He urged to come along, but she decided however that man found out, the last thing they wanted was for him to know about Brent. She snuck back to the same abandoned building, to go through the vents, and see what was happening. She gazed in horror as she saw who was apparently the man who threatened her. She saw why she thought he was misshaped. He was a combination of animals. He had one arm resembling a big meaty lobster claw. His pants were tearing at the seams by big scaly lizard legs. Protruding from his back was struggling bat wings, and on his face fangs smeared with his own blood. He shot himself with a needle and underwent a metamorphosis into an ordinary looking human, by which point he had turned out of sight, and Spider-Woman couldn't see his face.  
A henchman walked into the molding room.

"Mr. Creature, please there is a security error here. Bent bars...someone is here. "

Creature? That begins with ka-...or whatever. He must be the head of that smuggling scam!

"Search the Area! You remember what that mad man did to me...no telling how powerful he made that wanna-be web-head. Stay in Groups! Find her!"

Just then Sarah swung out of sight, not knowing what to do. At least she knows how he got that way. Great she thought, I have to solve the mystery, help Brian, get rid of this whacko, and keep my secret under wraps. What a teenage life! "I don't believe you Sarah. A man/animal combo platter changing to a man with the shot of a needle? Sound like you've been watching too many Saturday morning cartoons."

"I saw what I saw when I saw it! That madman who changed me, he's been doing strange experiments and it looks like one of them has connections!"

"Where on Earth would a freak like that get connections?"

"I've been giving it a lot of thought. To me it seems that he had connections when the wacko scientist needed a guinea pig and must have been too power-hungry to refuse. I'm a little too worried about how that-whatever he is- found out who I am to care about that right now. And what about Brian? He was acting weird before, but then he was just plain mesmerized! What should we do?"

Sarah and Brent argued for almost an hour as they had very different views. Sarah had an emotional part in this while Brent had common sense. Sarah had her hero experiences, while Brent had a lifetime of power.

They made a compromise and both decided to go to that abandoned building again. They eventually split up to cover more ground. Spider-Man went inside and was immediately caught. His spider-sense went off and jumped out of the way of the incoming net.

"How are they able to afford all this stuff?"

Henchmen swarmed and Spider-Man fought well, but there were simply too many. Questions filled his head. How were they able to stay one step ahead? How are they able to put so many traps in a structurally unsound building? Just then, in the fog was the silhouette of a man, apparently normal. Probably that shot, he thought.

"Spider-Man? It can't be! Shouldn't you be...my grandfather's age?"

"So I'm spry for my age! That any of your business?"

"First a wanna-be Spider-Woman, now this wise guy. Oh well. Plenty of room in this dungeon for both of you!"

"Dungeon? What Dungggeeeeeeeeoooooooooon!"

The floor fell beneath him as he spotted a small, cramped room full of shackles and skulls.

"Ok, proof positive. They definitely did more than remodel this place."

Meanwhile, Spider-Woman was entering through the back, when she saw Brent walking, not noticing her. She knew she shouldn't but she couldn't resist. She had been so worried about him. She tailed him, not knowing what to expect. After a few minutes she realized he was normal. He stopped to flirt with a girl, tried too hard, and ended up falling flat on his face. No hypnotized dude would do that. She dropped before him.

"Spider-Woman? Why would you want to see me? Unless sometime you'd like to..."

"Save it! You have some explaining to do. You led Sarah to her doom. What did that madman do you?"

"SARAH'S GONE! I...I can't remember. I went up there to try to help with her mystery to...to get her to like me. The rest is blank. But I can tell you I had nothing to do with it! I mean, I guess I did, but I didn't mean to. With my memory blank I thought I was getting sick or crazy. I guess its worse."

"I...I'm sorry. I see what happened. She isn't dead. A little shaken but fine. I just wanted to see what you knew. You obviously care for her. Don't worry about it. I saved her in time. Do what you can to remember. I have some business to take care of."

Spider-Woman left Brian and swung after Brent to see what he dug up. On the way, she thought to herself, how can I do this to myself? I can't date them both!  
Brian, Brent, unbearable!

She led herself to the abandoned building where she left Brent. She looked for a long while without a trace. Finally she stumbled upon a room where her strange, good spider-sense went off. Brent. It was faint, but where she was standing was where it was strongest. She guessed that meant he was unconscious. She started looking for a secret panel or trap door; it looked like the only option.

"Wait, what's this?"


	7. Vanished

**Author's Note: No reviews, so I have exactly no idea how many people are reading this if any, so if there are, stay with me. This is a very short chapter, but I'm going somewhere.**

* * *

Vanished

* * *

"I have never seen so many skulls in my life!"

Spider-Woman slides down her web to rescue the knocked out Spider-Man, surprisingly unnoticed. Or did she? Somehow he found out about Sarah and now that he knows about the other Spidey, they lost their winning edge. Point is, somehow he stays one step ahead of them. Hidden cameras? Invisibility? Oh well, nothing more she can do now.

Later in Spider-Man's apartment-

"...and you were surrounded by skulls! It was_ soooo_ gross!"

"Sarah, stay focused! So, we have no edge. Somehow, he knows. we have no mental advantage with you,"

"Hey!"

"Point is, there looks like only one logical solution here..."

"And it is, Brent?"

"Attack!"

And so, Spider-Woman and Spider-Man return, taking different entrances, they bash through so many henchman in both routes it's unreal. They meet in the center room where the man called "Creature" according to henchmen appear.

"You guys are so predictable. Can't figure it out and so you burst right in. I hope the welcoming committee made you feel special, but I have more concerning threats than you."

_That did it! Not a threat? Take this!_ Spider-Man threw himself in a sudden tackle, planning to finally capture the mastermind. But he isn't a mastermind for nothing. It was a hologram!

"Why am I not surprised? Oh, and nice moves SM, and you called me the amateur?"

"Quiet Sarah." he mutters embarrassed under his breath.

Later they come back to see if they can find anything they missed after a little search that night. And they missed something, THE BUILDING! The entire building was completely gone. Vanished without a trace. The Spiders are at a dead end. So many questions still unanswered. Let's hope they will get a lead soon.


	8. A Freaky Love Rectangle

A Freaky Love Rectangle

* * *

Sarah was wondering along the college halls, when Brent came storming down the locker ways.

"Brent, what are you doing here?"

"Sarah, I have a huge favor to ask you. I have this friend coming over, really want to impress him, but he thinks I have a girlfriend. Could you..."

"Be your girlfriend? This is _sooo_ weird...well, anything for you, I guess. So, when do you introduce us?"

"Tonight? 'round 10?"

"It's a 'date'."

Just when they agreed to the date, Abby Morden overheard them. She was a creepy girl at the school that sort of blends in, if it weren't for that stringy blond hair with those piercing eyes.

"So, she's making a date with that hottie, huh? Well, we'll see how beautiful she is when she falls 5 stories!"

To practice, amazingly from mere thought she threw a huge box (that was filled with mechanical parts for a to-be-installed promethean board) out of the wall-size window! Later the next day, Sarah was in the halls, with her criminal justice class in about 15 minutes.

"Later, "hot stuff"."

Just then, Sarah was being lifted off the ground. She stared at her feet, trying to rationalize all this.

"What? What's happen_iiiiiiiiiinnnnnnggggggggg_!" she screams as she was being thrown out the window. The broken glass was very painful, but if she didn't do something now, she was going to go splat! Looking around, she shoots at a nearby flagpole and swings there to stop her fall. Sarah then crawls down the side of the building and hides in the shadows to catch her breath. She looks at her cuts. No problem, she thought, Her powers gave her advanced healing, but that was the least of her worries.

Brent finds Sarah at the side with his cousin, Kevin, who was looking forward to see his "girlfriend."

"What happened to Sarah?"

"Uh-oh...listen Kevin, Sarah and I have some talking to do. I tell you what I know later, Ok?"

"Whatever."

After Kevin left, the conversation continued.

"Sarah! What happened?"

"I don't know! One minute I was sound on the 5th floor on my way to the Criminal Justice Class, the next I was falling out the window!"

"Sounds to me either you were sleepwalking or you ran into a telekinetic."

"Teleki-what now?"

"Don't tell me you haven't heard of them! A telekinetic is a person who can move stuff with their minds. Never mind that now, you gotta clean those wounds. I'll tell the teacher you had a little accident and he'll understand."

"First things first, we gotta stop who did this, whoever he or she is".

Sarah and Brent quickly changed into Spider-Woman and Spider-Man. Once the bell rang, they searched the building, unfortunately, it was Spider-Woman that found her. She caught Abby crinkling a picture of Sarah with her mind.

"I'll never here from "Miss Perfect" again!"

"Think so? I saved her. So it was you all along. Why?"

Abby beat her against the wall, breaking the walls and her little by little.

"Why? Cuz she's a man-stealer that's why! All these months, ever since she moved to New York she has been nothing but trouble! First it was the grades, then it was the high recognition, then it was that juicy report on what really happened at that abandoned building complete with pictures! Now she stole my sweetheart away from me!"

Spidey struggled to get up, using her energy to try to get answers. In the meantime, Kevin was talking to Brian.

"So Brian, you and Sarah kinda tight, huh?"

"Yeah, and soon, with the Valentines Dance coming up at the college's Grand Ballroom, I'm going to give her these flowers and see if that'll woo'r."

"Uh-oh...Brian, you sure that'll be a good move? She has a boyfriend."

"Boyfriend? She doesn't have a boyfriend."

"Yeah she does. It's my cousin Brent. They are _sooo_ hooked up. You should'a seen their eyes lock when Brent was helping Sarah after some sorta accident."

Brian became furious, but then, more determined than ever to win her over. He took the bouquet of roses and ran inside the building to try to find her. Meanwhile, Sarah was about to get answers from Abby.

"Sarah doesn't have a boyfriend. Me and her are kinda tight, trust me, I would know."

"Liar!" Abby banged her against the window with more rage than ever. "I saw her and Brent make a date. She stole him and there was no other option for me."

Spider-Woman could not believe it. She was so jealous she would kill! She gathered her strength to convince her. She had no advantage point. She could toss her around without moving a muscle!

"Abby, you have to listen to me. This isn't you! Sarah knows you, she told me about you. You were one of the first to greet her. You were friends! You tried to kill her. Look around you. Look at what you've done. Is this what you want? Do you think this will make Brent love you?"

The sadness and confusion was too much for her. Abby broke down crying. Spider-Woman summoned her strength to comfort her. Suddenly, Abby broke out running. Sarah didn't have the energy to chase after her. She changed to Sarah when she could, looking for Brent and his news. Turns out, when Abby ran away, he was halfway there and she didn't want anyone in her way. Instead of bumping him off, she made a whole bookshelf fall on him, he wasn't knocked, but he was pinned down. He changed back to Brent, met up with Sarah, and told her everything.

"We still need to keep looking for her. She was so heart broken."

"Yeah? Well I think I'm _back_ broken!"

They turned to one another.

"Brent, she thought…we were a real couple, and was jealous. Do you think maybe, we...could be..."

"I...I guess there's only one way to find out..."

They slowly leaned toward each other, started to hold each other and finally giving each other a first long, romantic kiss. But that didn't last long, because in the middle they heard a gasp, they turned to look and saw a bouquet of roses on the floor, and Brian running through the halls...


	9. A Girl Lost

A Girl Lost

* * *

Sarah and Brent were holding hands walking down a park road when Sarah came out and said,

"Brent I'm worried about Brian and Abby. After our little adventure they just vanished. Where would they go?"

"I don't know..."

Just then Brent looked at the face on Sarah and knew something else was bothering her.

"If there is something you wanna tell me, now might be a good time."

"Ok, there is something I have to confess, Brian used to be a guy I really liked, so I didn't tell you about how strange he was acting. When I first met the Creature, he was like, hypnotized, and later when I went to talk to him, he was fine. He led me into a trap. I told him that and he was worried for my life. I wanted you to know, but I still did like him, and I didn't want you to do anything drastic to him."

There was a long silence, and Sarah could tell her feelings for Brian came to him like a bow.

"For a while I thought he was like me, the way he easily beat up muggers, I thought he was as enthusiastic about stuff like this as me. I liked action and got into trouble long before I had any powers. I'm Sorry. I see know that I was ignoring an even more wonderful guy."

They both blushed and separated because Brent was up for football practice. He had brains, and many considered him a nerd, but he also established himself as an athlete. He had the proportionate strength and agility of a spider, but since he and his family were in hiding, he figured football was a good way to stay in shape and use his extra abilities.

Just then, Sarah noticed a small metal ball on the ground. Then, her spider-sense went off, she wanted to move, but figured it was faulty. What could possibly be so dangerous? She didn't see anything. Then she saw it. A giant puff of smoke was coming out of that little metal ball. She wanted to run or web-shoot out of there, but it was too late. she was completely knocked out. Two men in shady disguises then took Sarah and carried her away.

Later, Brent was worried for Sarah.

"Where is she? She was supposed to be here an hour ago to help me scope out the city!" he whispered to himself on the top of the city museum. Then, enough was enough and Spider-Man swung out of sight, sneaking through all of her usual hang-outs, in case she forgot again. When she didn't turn up, he figured there was only one other place she could be. The Abandoned Building. _Wait_, he thought, _that building disappeared_! Oh, well, it was the only lead he had. Guess what! It was there again. The building reappeared.

"Even Ripply wouldn't believe this!"

Spider-Man crawled to the top of the building, and peaked through a small glass window that used to be a skylight. When he did he saw a horrible sight. Sarah was tied to a giant flat board and was being grilled by Upgrade and the Creature. They teamed up!

"Why do you try to convince us you're not Spider-Woman Sarah? We both know you are." said Upgrade.

"I'm telling you, you have the wrong girl!"

"We are wasting time," said the Creature, "she isn't going to break." Then he turned to Sarah and said "How 'bout we show you some proof?"

Then he took off her shirt to reveal her Spider-suit underneath. Then, as the gas was wearing off she gathered her strength and made a break for it. She finished changing and began to fight. They were too strong. She was still weak from the gas. They tied her up again , then Creature busted in saying, "I don't get it. We have her here we want her. She is defenseless, we can kill her, reveal her secret, whatever we want! What are we doing?" Right then Spidey was ready to come to the rescue, but he figured this was a good time to learn what they're up to.

"Don't you see? She has so much power! Wouldn't she make such a good partner? With her being mind controlled with my new invention, my mastery of technology, and your ideas, people and resources, we will be unstoppable! And if that miserable Spider-Man gets in our way, I will merely blast him with this!" Upgrade held up a small ray gun.

"What? Shoot him with a water pistol?"

Then Upgrade got angry. "THIS IS NOT A TOY! This gun is the answer to all our troubles it will take away all mutant powers, inherited or otherwise.

Right the he knew he wouldn't be able to save her alone. He is good at dodging, but Spider-Man can't dodge every single ray! He knew he needed help. But who?


	10. The Recruits

The Recruits

* * *

Spider-Man swung away, trying to keep himself held together. Brent remembers all the hardships his family has been put through since that fateful day when Peter was bitten by that genetically altered spider. All the enemies made, the heartache, and still he put on the costume. _Why?_ he wonders. Then the answer descends on him. Sarah. Although he knows about what his family was put through, and though Sarah at first merely seemed like a girl who by chance got powers and barely knows how to use it, he cares for her. He loves her.

And now she needs help. Brent couldn't possibly take them all on alone! What if Upgrade calls on the Spider Slayers again? There is no way he would have the strength to beat them all. What if he has to fight Spider-Woman? He wouldn't be able to bare it. He needs help, but who? Brent decides to remember back. There was someone that Sarah talked about before. Someone that wanted to be her sidekick. What was her name? Melony, no, Melody something... Melody Grainger.

"I need to find Melody before its too late! Where was it she lived again...oh yeah, Manhattan."

Spider-Man swung to Manhattan as fast as he could. Brent looked at all the apartment buildings, trying to find her. Luckily, Melody's apartment was about the third apartment he checked. Unfortunately, he startled her. With her karate skills she flipped him to the floor.

"SPIDER-MAN? WHAT ARE YOU DOING HERE?"

"Uhh...I'm a guy Sarah….."

"You know her?

"Sarah, or shall I say Spider-Woman, is in trouble. She told me about you. I want your help."

"Fine, I'll get my costume ready and…..."

"No need. She knew that you would eventually disobey her again, come to her rescue. There is costume waiting in her apartment that would actually _look_ good."

"Wow, I didn't know she cared!" she joked. "So, she get any other toys for me?"

"You have you're karate chops. You were expecting the_ batline_ maybe?"

Melody hung on to Spider-Man as they made their way to Sarah's apartment, then Brent broke in,

"Do you know a girl named Abby Morden, freaky blond, controls stuff with her mind.."

"KNOW HER? She was on a rampage through town! The police tried to cover it up, but I saw the whole thing."

"A cover up. Do you know where she headed?"

"Yeah, I...uh..._overheard_ some policeman saying that she was headed to her hideout at the waterfront. They were too cowardly to go after her. Figured she was too powerful."

Brent left Melody at Sarah's apartment to get her costume on while he went to the waterfront. Almost instantly he saw Abby, crying and throwing rocks into the water with her mind. Then she looked up.

"Spider-Man?" she said as she raised rocks just slightly less than the size of boulders, "WHAT ARE YOU DOING HERE?"

"Brent needs you." _I can't believe I'm about to swallow this_, he thought.

"Brent?" she asked, love-struck.

"He really needs help. Spider-Woman is in trouble and….."

"HER? I WILL NOT HELP HER, THAT SOUL-SUCKING LEACH!"

"Brent really would appreciate it. She is a good friend of his, and, well, he would be _really_ grateful..." Spider-Man said with his stomach turning at the thought.

Abby pondered this, she hated Sarah, Spider-Woman even more for trying to stop her. But she couldn't resist the thought of Brent at her side.

"Why do you need me? I'm sure you have better friends who could help."

"That's true, but I've seen what you can do. You've got power. Spider-Woman is being mind controlled, probably evil right now. One dude can control giant robots. We need as much help as we can get."

"I'm in."

Abby hung onto Spider-Man, trying to hide how uncomfortable he was feeling, and swung to Sarah's apartment.

"Whoops." Abby says as she knocks over a lamp.

"Abby!"

"What? I can't have a little fun?"

"ShadowGirl, meet Abby Morden."

Melody backed up a bit until after Brent explained the whole story to her. She was now wearing a tight leather outfit with matching gloves and boots. She had her signature purple silk belt around her waist and a mask that resembled a mixture of the masks of Catwoman and the Black Cat.

"So, how did you convince her to come along?"

"Uh, lets just get going, huh?"

Spider-Man swung out of the window as Abby just used a full-length mirror to levitate for a ride out. All ShadowGirl could do was hitch a ride on Spider-Man, much preferred to him over Abby. Spider-Woman, you're rescue party is on its way!


	11. It All Comes Together

It All Comes Together

* * *

Just then Sarah stopped. She held her head so confused, nearly falling to the floor in pain. She was fighting off as hard as she could. The mind control was too painful for her to break through.

"Fight it Spidey!" shouted Shadowgirl, who knocked out Upgrade as soon as Spider-Woman started fighting it. Spider-Man bent down to try to comfort her as she seemed to come to.

"Hey, I know you guys are having a moment, but giant metal spider robots! Could have used a little help!" said Abby who just finished fighting the Spider-Slayers. Her outfit was torn, her hair a mess. (Strangely, it was an improvement from that stringy hair do she used to have!)

The three just stared at her.

"Ok, I get it, more important here. Gotcha." she admitted.

Spider-Woman regained her strength, and her memory.

"He got away. I'm...I'm sorry. I almost killed you Brent! I know you think it wasn't my fault but, I don't know how I'll forgive myself for this one."

Brent broke in saying, "You don't have to. I knew you would never kill me. And look, guess who's back."

"Shadowgirl? You came back sooner than I thought you would."

"Lets not forget I saved your butt faster than I thought I would!" Shadowgirl joked.

Meanwhile, SHEILD was observing past traffic tapes the has shown how the two spiders, and Abby has caused mass destruction, at least in their eyes. Nick Fury has long retired since the supers went into hiding and everything went quiet. Now in power there is Commander Jason Core. He's come up with a plan.

"Everyone, everyone," he says above the voices of the mumbling soldiers and workers of SHEILD, curious of what he has to say, "far too long have we worked hard to keep the world safe. For a while, heroes were helpful. Saved the world. Then came the super villains. They destroyed the city, only to be stopped by the heroes, but also created by the heroes. Venom never would have been powerful, had it not been the interference of Spider-Man. Had there not been a Superman, there would have not been all the destructive escaped forces created by Lex Luther in his attempts to pursue him. After all were gone, we made all forget. Life was normal. Now, there are 6 new threats to the safety of the world. Spider-Woman and Spider-Man, whom sources tell me are mere spin-offs, and not nearly as powerful as the originals. Shadowgirl, Spider-Woman's proclaimed sidekick. Abby Morden, a deranged telepathic. Finally, one of our own, clone X125, now known as Upgrade. He has teamed up with Creature, for whom we have no background. It took all this time, but now our suffering is at an end. This is our answer..." he pulls off the cloak on a hidden object to reveal a small cylindrical container, containing a black goop that was still moving, but barely.

The agency gasps as they realize what it is. One last remaining, living, container full of symbiote.

Everyone yelled, screaming like "What are you doing?" or maybe "Get that poison outta here!"

"Listen everyone, I have found a way to control the symbiote. By merely pouring an exact amount of our secret formula that our specialists have been working on onto the symbiote's outer layer, we can make it do our biding like a trained monkey."

The room was near silent as Core handed over the container to a field agent to bring it to the Manhattan area. Back at the now nearly destroyed abandoned building; the teens had already tied up Upgrade, two layers in webbing, and tied in metal bars from the old support beams by Abby's mental control.

Spider-Woman and Spider-Man look the the east while Abby and Shadowgirl take to the west, searching for the mysteries they still haven't solved. There has to be a reason for the mystery rooms and trap doors in such a weak building, and the smuggling who's trail has gone cold, not to mention how Creature knew about Sarah.

"Look! I think I found a...tracker...gadget...thingy...thingamabobber." said Shadowgirl.

A computer smashed to bits, yet miraculously functional, showed a faded flashing zoomed-in map with a red dot focused somewhere in the building. Focused somewhere in the building.

The gang hurried to the spot and found Sarah's backpack. It had a tracer. No wonder. Brent, Sarah, and Melody knew they all thought the same thing. That's how he knew who Sarah was. He followed her. Now where did they get the money. They split up again, this time Spider-Woman stumbled into it! She tripped and her spider-sense warned her before she fell to her doom into a shark pit! Of coarse that's what it looked like, but now there is no water and all that remains of the sharks are skeletons. Abby hung onto Spider-Man (to his misfortune) as Shadowgirl hung onto Spider-Woman. The two spiders wall-crawled through a uncovered door and gazed at all the machinery that was hidden.

"It's a secret lab!" Shadowgirl shouted.

"Ladies and Gentlemen, the world's new greatest detective!" Brent whispered to Sarah, getting a chuckle out of her.

All this machinery, all the opportunities, no wonder Creature kept coming back here. All this must have been here before the heroes went underground.

"I wonder who was here before" Spider-Woman broke in.

"Who cares! As long as we figured this out, no one will mess with this stuff again." Abby replied.

Abby ran to the computer, typing away, "Let's see what these people have in their hard-drive!" That's when a train schedule popped up on the screen. Next to all the departure and arrival times were dollar amounts, and then a link beside each was a nearby route to the old toy factory. It all made sense.

"What's going on here?" asked Abby.

"I can answer that." SW broke in. "Every so often Creature would have smuggled money through toys at the toy factory with his contacts. Workers would stuff them inside. Then they would secretly be delivered and Creature would take the money out and put the toys back in the factory so no one would suspect that it was a spot for smuggling. He found out all the technology was here, probably belonged to a super villain before the supers were hidden. He used it as his base of operations. I realized he controlled other people," she said having Brian in mind, "when I came to after that mind trip of mine."

"And his mutations?"

"He was experimented on by ...ugh...a certain scientist, who didn't realize he had people. The mutations stayed, but he didn't stay to do whatever the dirty work that mad scientist wanted him to do. "

"You're a genius Spider-Woman!" said Brent, making her blush again.

Meanwhile, Brian, who came to the spot nearby because of the destruction and his memory coming back of when he betrayed Sarah. He just gazed as all he saw was rubble. It was all over he thought. Just then, men in uniform hovered down, with a cylindrical container, with the label SHEILD on the side of the hover-bike.


	12. Finale?

**Author's Note: When I was premiering this series at , I teased that this may be the last issue. It marked to be towards the end of the "First Season" of the series. So, this isn't the end, this is actually baby stuff compared to what's about to happen. Trust me.**

**

* * *

**

Finale?

* * *

Brian froze in fear when he saw those men in uniform. Who are they? What do they want? Brian remembers betraying Sarah, the freaky maniacs who mind-controlled him, his gut tells him Sarah is going to be in trouble, and he has to do something!

Not sure if he's doing the right thing, he attacks the solders, knocking the symbiote container out of their hands, and it rolls safe on the ground. (Thank Goodness!) Brian just starts pounding on them! Those couple solders that came didn't bring weapons because their orders were to get in, dump the symbiote, and get out! Brian was vicious when it came to the idea of them hurting Sarah, even if he knew she didn't feel the same.

Suddenly, Brian stopped himself...looking at how he pulverized those guys! It really scared him.

Back at the secret lab, Spider-Woman was exploring the whole place. _This is pretty awesome_, she thought. All the technology, the extra space, maybe for combat training, every super needs a secret hide out. Maybe this is it. That's right. This is her spot! She is all by herself because, after all the action, Brent decided he would take ShadowGirl and (ugh!) Abby home, still fearing she'll notice to similarities between Brent and Spider-Man. This is it, she thinks, all the trouble we've been through. The major fights, it's all over, and now we even have a place of our own. I can't believe it, its over!

Back outside the rubble, Brian scared himself with giving the solders a big K-O, and then, secretly, began to like it. Ever since high school, Brian beat up crooks on the street, just for the fun of it. It just became and hobby, a big workout for him...and he loved how he could always get away with it. He loved how he could take out all his stress like that. He loved the fact alone that he could beat up people. And now, more power for what he loves, and something he hopes Sarah will love about him for all the power, is laying right on the ground.

Spider-Woman now was walking into the rubble, hoping to catch a glimpse of Spider-Man, and then ducked below when she saw Brian. Exhausted from the fight + the little lab tour, she simply didn't have the energy to confront him. She watched as he picked up a cylindrical container, with some sort of black goop. What is it? She's never seen anything like it in her life! Sarah then looked farther to the right to see 2 men knocked out, but in a uniform she didn't recognize. Exactly where did they come from?

Then she saw something that startled her more, one of the men were playing possum! He stayed down low, and was pressing a button on his wrist. What was he doing? Giving her attention back to Brian, she couldn't believe what she saw! Brian was no longer there; well he was, just, well, not him! A strange black suit surrounded him. Oh man, she thought, _where is Spidey when I need him? He's the super-history expert!_

She managed to walk herself to safety. She just isn't in any condition to find out anything at this point. right as she was about to open the secret pathway, a Jet was overhead.

"Looks like it isn't over after all."

Amazingly, a light surrounds her, and she can't see herself. She can feel herself getting lighter, almost weightless as if she wasn't even there. All of a sudden, it all stopped! She looked around, and she was , where she was guessing, inside the Jet she saw.

"And so boys and girls, I have officially entered the Twilight Zone."

"You must be Spider-Woman."

"Who are you?"

"I'm Summer Madstone. I work here at SHIELD, although looking at your costume, I guess you've already figured that out."

"Uhh...yeah...easy. No doubt this is SHIELD" she lied. _Why oh why can't someone explain this to me,_ she wonders. "So, uhh...what's with the space-age lightshow?"

"We need your help Spider-Woman. This is embarrassing for us to say, but we got out of control. I suppose you are aware of the Super Relocation Movement?"

"Uh-huh." she lies again, not wanting to look like an amateur.

"We were very distressed by some of your exploits, and our new leader, General Core, has decided to reenact the synoptic alien being of which your kind has fought before. Now, as our agents have fallen, we need you and your partners, the only heroes left. "

"Synop-iglopi, you know, I'm really a newbie, so uhh, if you feel the need to, you know, explain yourself, or maybe rant on, I wouldn't be completely against it.."

"Ha ha ha ha ha...my superiors are correct, one thing that never changes with your kind is your sense of humor!"

"So, you guys gonna help us? We can have like, a Super-SHIELD friendship?"

All the agents in the room quickly left the area.

"The reason General Core isn't the one to give you the mission log is... OK, HE DOESN'T KNOW! Look, the symbiote is extremely dangerous, and you know why! Now just do your thing, I DON'T HAVE A LOT OF PATIENCE! Now just go do your hero thing! The General is just too PIGHEADED to realize we all need you! The guy took out 2 of our best agents without the symbiote! SHIELD will probably go after you, but you hero types always save the day, and this is no time to act like SOME AMATEUR! Move! Move! Move!"

Spider-Woman was still in shock when she was shuffled out of there. Sarah later met Brent at their new Secret Headquarters, told him everything that happened, and Exploded!

"WHAT! How could you let Brian get attached to the symbiote? Why would 'Summer' give you orders behind her bosses back? How could you not tell me sooner?"

"Brent, CALM DOWN! Look, no matter what already happened, we know what we have to do now."

"You're right." he said, finally calming down, "So, we call back Melody and Abby?"

"NO! I hate that you brought them back in the first place! What were you thinking...ok, I understand Abby, but Mel? She was in way over her head! If anything had happened to her..." Spider-woman fell silent a moment to let herself calm down. "But I understand why you did. I think its sweet how you would put together a little rescue team just for me.."

"C'mon, you're an amazing girl, and an awesome fighter."

"Hmm...all the other guys I know were really turned off by that."

"I don't want no Daffodil, I like a girl who can kiss, and snap a bone when she needs to."

"A girl who can kiss...wow, you so stole that from that old iCarly show from, what? A decade ago?" she said leaning closer.

Just then, forgetting all their troubles and the endangered people, they hold each other close, and shared a long, passionate kiss, for as long as the could until, well,

"OH No!"

"What is it Sarah? Oh man, it's my breathe isn't it? You know I knew I should've,"

"No, no, I just thought, you said Venom was a mass killer, we are both beginners! How can we ever beat him? I just got my powers, and you never used yours, what will we do? I don't want Mel to be in danger, and with Abby, well, you might be in danger.."

"I know what we can do," said Spider-Man, walking to the big monitor in their new lab.

"How do you think Creature got in touch with that guy who knew how to make a spider-serum? The guy knows about all the supers, look, there are files here on power serums so he can have all their powers! Since we forced him away, we have those files now."

"But, these aren't the supers I've read in the comics."

"Those were a cover ups so people wouldn't remember we were really here. Plus, time has past, so this is active (well, somewhat active) supers, or descendants of supers, new "popular' mutants, whatever!"

"You really know your way around this stuff! What's your secret?"

"Truth?"

"Truth."

"This is kinda embarrassing for me to say, but, well, I really a nerd. I have all the brains my granddad had, or so mom keeps telling me. The only reason I made it into football was because I felt I needed to use my powers for something, and well, ok, I'm a nerd."

"That's ok," she says teasingly, "I'd take a nerd over a muscle-bound moron any day."

They both stared at each other, then got back on topic as Spider-Woman said, "Looks like we hit the big leagues."

"You're telling me! So, you ready to pull together another team?"

"Where do we start?"


	13. Working Fast Pace

**Author's Note: Okay, this is where the recruiting starts. When I was first writing this, I let everybody from the website pitch in and show off their third-generational heroes in my stories. So, that being said, the hero introduced as Ryan Pace is an original character made by none other than a favorite user...KaiYves! Give her some love! The entire second season guest stars numerous heroes from other author's, so this'll be a treat! **

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* * *

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Working Fast Pace

* * *

"Well?"

"I've hacked into the Professor X school from before it was shut down because of the Mutant and Hero Registration Act, Spider-Woman. There is an active hero ready to help, only...oh no!"

"What? Spider-Man just tell me!"

"This dude's dimension hopping. There is no way for us to reach him, or the rest of his pals in some group called StunteX. I could try getting into his files and see if there is something that stands out we could use to lure him, but...PERFECT! JUST GREAT!"

Spider-Woman rolls her eyes. "What is it now?"

"This computer needs to reboot! What is this? Windows98?"

Sarah couldn't help but laugh. Not only was her football-player-superhero boyfriend a grade A nerd who could hack into government software, which she thought was _very _cool, her new hideout was an old supervillain's lair, which has a computer so old, it needs to reboot at times like these.

Shadowgirl and Abby Morden ran up to them.

"You guys!" Spider-Woman screams. "You are supposed to be home!"

Shadowgirl interrupted. "Oh, and let you two handle this on your own? We helped you before, we'll help you again. We're a team!"

"Speak for yourself Shadowgirl, _Abby Morden_ is done here, now that I saved Brent's friend, he'll have to go out with me!"

Spider-Woman looked at Spider-Man, who was secretly blushing a little beneath his mask because unknown to Abby, he _is _Brent. She gave him a stare that he knew said "What on earth is she talking about?" and he gave one back that she knew said "_long_ story".

Spider-Woman webbed Shadowgirl to the wall of the lair, saying "I'm sorry...Shadowgirl, but you're my best friend and it's bad enough you risked your life twice for me, but now we're facing an army of angry government agents here! You're just a black belt. It's out of your power level. I won't let you get hurt."

She saw Shadowgirl's face filled with anger, so before she could start speaking, she webbed her mouth shut too.

All of a sudden, there was a scream from above the ruins that used to be the abandoned building. The duo went up at ground level and an ran towards a pathway of wreckage. The new Venom beast was loose, and Sarah couldn't help but feel guilty knowing it was Brian, and maybe if she had payed him more mind, and given the rest of her life besides villains and sidekicks and partners, maybe this wouldn't have happened to him.

At a local playground, so far all the children have escaped. The Venom symbiote feeds off of negative emotions, and he only had one person in mind. Sarah. But why look at a playground? It was obviously messing with his head. Beforehand, Brent briefed Sarah on the oozes' past, and she new Brian couldn't hold off the killing instinct forever.

Spider-Man acted impatiently, most likely wanting to show off for Sarah. He swung behind Brian and kicked him down. He dodged all his punches, the new Venom still being amateur in fighting. To everyone's surprise, a portal opened up.

"Someone need a hand?" said a tall man with brown hair and an English accent around their age walking out of the portal, as he started to twirl a Bo-staff, and everything was being sucked through the force of gravity. As a effect of the staff, there was a high pitched noise, bringing Brent to his knees.

"Wow! Hi! I'm Spider-Woman, _*laugh* _I guess you already met Spider-Man."

"Yeah" said Spider-Man holding his head. "Next time, you mind at least waiting until the guy on top of the creature gets out of the way?"

_"*laugh* _Sorry about that. What were you planning to do anyways? My name is Ryan Pace."

"Yeah, we heard of you. He and I were looking all over for some people to help out. See SHIELD, a secret agency, they're going all anti-supers, so we _really _need some help. Like, take on an army help."

"Whoa, easy! I just got here! Mind slowing down a little?"

Spider-Man got tired of hearing her go on and on for him. He could tell she was _really _interested, so he broke in saying, "Basically we need help beating an army of secret agents. You in?" He looks around. "Where's the rest of StunteX?"

"They were needed on one of the other dimensions. I left scouting for...something...and I'd be happy to help. Look, I need to leave. Emergency, but trust me, with this portal thing I can come back when you need me. It's been a long while since I fought one of these" Ryan said looking at Brian. "Why is this loose?"

They both fell silent knowing that because of the stupidity of the government, not only recreating it, but letting it reach an innocent student, who is just a little neglected with a crush on Sarah.

"Okay, well, I guess that doesn't matter." He looked again, and he was gone! "How did he get past you guys?"

"I was a little...distracted." Brent grew more jealous, assuming it was Pace.

"My head is still pounding. Your excuse?"

"Look, he's your job anyway, and I gotta be somewhere, you know, my team and all, so I promise I'll be there. You guys are cool. Train a little more okay. I still don't understand what you guys were trying to do when I came here."

Spider-Woman blushed while Spider-Man just got angrier. Ryan walked back into the portal and Sarah said, "You get back to the mega computer. I have some calls to make."

"What?"

"I have college remember! And then there's my folks, some friends I made..."

"What does that have anything to do with this?"

"We are looking for really powerful people to help. That could be all over the country, world, or in this case dimensions! I putting in a cover story."

"Good thinking Sarah, I better set up a story too. We'll set everything in motion and meet back here tomorrow."

"Goodbye" she said, lifting up his mask, giving him a kiss, making him realize, Pace? The whole thing was silly...wasn't it?


	14. Dear Diary

**Disclaimer: Though Sarah Typhon is an original character by me, it's not-so-original cuz it's based off third generation Marvel. I own none of these people.**

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* * *

**_Dear Diary, _

_ I don't know how long__ I've told everything I know to you. I remember one time I even gave you my history answers hoping I would remember them somehow! But I am getting so much stress from packing up and leaving NYC. Why am I even leaving? It's the place I've wanted to go since I was 13! Maybe younger! What changed everything was these stupid powers._

_ All I ever wanted to do was solve crimes, a mystery said to be unsolvable here and there. I did it as fun with Melody. I decided to go to school for it. Set game right? Wrong! I had to go for one more mystery at home. I had to be that curious. What happened? Some mad scientist from who-knows-where stabs me with some colored water and I'm a "Spider-person". I miss the times when I was, I don't know, 15. I remember one time me and Melody was at a costume party, I was the Girl Ranger (aka my version of the Lone Ranger, had to make it work for me) and Melody was some kinda cheerleader ghost, covered in powder or something. (I don't know, I gave up trying to figure her out a long time ago.) People were disappearing, so we..._

_

* * *

_

Sarah walk closely behind Melody as they descended the staircase, which started from a recently discovered trap door.

"This must be where April disappeared, lets go!"

"I don't know, Sarah, all these people going missing, why don't we just call the police?"

"We don't have enough evidence. They won't believe us! Besides, where is your sense of adventure? You have a black belt for goodness sakes! Why don't you just come along with me without a complaint for once?"

"The way you jump into things? The day I go along with one of your crazy schemes, is the day I start seeing people shoot ropes out of their wrists!"

Just then, they heard a bang come from the darker corners of what appeared to be a basement. Sarah saw shadows moving in the dark, so she moved for a light switch. There was none in sight and as they moved closer to the shadows, Sarah became impatient and began to run after the moving shadows as Melody followed close behind. Sarah noticed a bucket nearby and kicked it to trip up the person in the darkness. Whoever it was nearly fell on Melody, and to counteract it she dove with a slight spin kick and kicked over a bucket of old rusted water.

* * *

_ LOL, it took a whole week for her to get the rust out of her hair! I think I remember why she hated tagging along with me. It turned out to be a couple of teenage boys, trying to scare the girls by blind folding them and making them feel stuff that they think is something else (like when you feel grapes and you think they're eyeballs) and scare everyone else by making people think they're next. For get-backs I told them I called the police! Where was I before this story? Oh, yeah. All the simple detective life stories changed when I got spider powers. It wasn't always teenage boys in most of my cases, some times it was real heavy-duty stuff. That's why I jumped into the superhero biz. I thought of it as an extension of who I already was. _

_ But, boy was I in trouble! I don't know how to use these powers. I could beat up normal crooks ok. If the government left it at that, Upgrade wouldn't be running around. He's a failed attempt to try to get rid of me. Between you and me, diary, he is sooo more annoying than sinister. Like the little brother I never had. But even he was a challenge for me at my low experience. I remember when we first fought. He had me at a disadvantage, after all he was desroying the city and..._

_

* * *

_

Clone X125 came out of the top hold of one of the slayers. He emerged with this greeting, "Well, well, well. The new legend, Spider-Woman. Oh, you have made enemies on your new fame haven't you? The government is all a buzz about you."

* * *

_ Ugh. I'll never forget my little baby barf when he said that. I thought it before, and I'll always think so. I didn't know what freighted me more. _

_The fact that robots were tearing up the town  
that my dad was hurt, and I couldn't help because I had to deal with that Bozo  
that the government would hate me so much  
or that that Bozo actually used the words "all a buzz"_ _I mean, who says that anymore?_ _It was 11th grade history all over again. I remember how my old friends Jessica and Re'Nae were at the water park, and they heard Jessica's sister was having her baby. They needed a ride and I just got my permit. But the timing was bad. I was in the middle of a test, and..._

_

* * *

_

The teacher sat at his desk, feet up, reading a music magazine. Sarah was hard at work on her test, as of which she was positive would get an A. She always kept her phone with her, even in classrooms, in case of an emergency. That's when she felt her phone vibrate. It was a text message. She told all her friends not to call during school hours, so she knew it must be an emergency. As the read the text, she forgot her surroundings, jumped up and was on her way out.

"Where do you think you're going little miss?"

"Mr. Werhim...Werhinimer...Mr.W! It's an emergency!"

"How so?"

"Jessica's sister is going to have a baby!"

"I don't see how that is any of your concern. It is not excuse to leave this class, and even if it was you shouldn't be aloud to go. I realize your youth is all a buzz with curiosity, but some things in this world - -"

"You don't understand, I'm their only way to get there. All their other options are out! It's now or never!"

"Fine, I'll write you a pass, but back in my day, the father of the baby not only drove the expecting mother to the hospital, but along the way he picked up all visitors. Why he had to drive - -"

* * *

_ OMG, and it went on and on and on. I almost didn't make it to the school parking lot! Darn, I went off topic again. Oh, right. No experience. I'm just lucky I found Brent. He was a really tough love mentor, teaching me all sorts of moves I never woulda thought of. But then that kiss...and when I look into his eyes...but his costume is so 1960's! I am so happy I revamped mine. It's hot, right? A spider-themed layout styled into a strapless one-piece bathing suit style costume with boots, gloves, and a mask. I may be new as a superhero, but fashion is something I was born to express._

_ But Abby, oh man, she seriously needs help in that department. And the mental department too! I mean the stringy hair and glasses are just the beginning. She is so mental over my boyfriend! She teleki-tossed my butt out of a window! One of the top floors of my college! If she ever figured out Brent was the new Spider-Man, both of me would be in trouble! Who am I kidding? I'm in trouble now. I'm talking about Brent as my boyfriend, but I'm torn. Brent, he was an awesome tutor, even though he only used his powers to play football (family trouble, couldn't put on the costume) and he was so nerdy with computers and stuff it was cute. But now, I feel so guilty. Brian. All he wanted was my love, I've known that. When he walked in on me and Brent, his heart must have been so broken! I bet that's why he took in the Venom. I could tell he was willing. And moving around the country for more supers, I'm __willing__ to tear my hair out!_

_ The government couldn't handle me. they couldn't take having supers around. Well if it wasn't for them, there would be 2 less super villains running around! I captured Upgrade, but it their own stupid fault that there is a Venom symbiote in the mix! And __they're__ coming after __me__? I just need more recruits. _

_ Sure, I got Brent, but we need an army to take on an army. ShadowGirl is overpowered here, and Abby is just plain insane, so here we are, packing to look cross-county so we can live through this, stop SHIELD, and get through to them that they may hate us, but they need us! LOL, that reminds me trying to explain to the editor of the paper that her top reporter-in-training is going on a vacation mid-year. After all, I did give her that awesome smuggling/mutation editorial. When I was leaving, I was just getting ready to tell her when..._

_

* * *

_

The editor of the DB, Cantwell, CC for short, was walking by and saw Sarah walking into her office. She had been working as editor for about fifteen years now, proceeding the retirement of JJJ.

"Sarah Typhon. My next top reporter! Got a new hit for me? You got a real nose for news, you know that? I remember one college girl who couldn't handle a simple Dear Abby - "

"I'm Quitting"

"What?"

"It's just till I get back from cross-country, it's just temporary, a vacation!"

"Vacation? You work one story and you want a vacation, you wanna know when you can have a vacation? When you give me 100 good stories that sell 1,000 papers, that's when! I should have seen this coming, a teenage girl - "

"CC, listen, it's an emergency because...I'll give you a scoop that'll sell a million papers. And I can tell you your paper will be the first to spread it before this, _revolutionary _news becomes international!"

* * *

_LOL, you should have seen her face! She shuffled me out of her office onto this scoop faster than she could talk! Well don't look at me like that. Once I build a team, and it wins the battle, it'll be big news that the supers are back anyways. Before I become a big time detective I don't see why I can't work a little newspaper on the side. Why not cash in on it while I can? And if I don't put the team together, and if we don't win, my job'll be the least of my worries. There I go, stressing myself out again. _

_ There are so many people with power, normal people like you and me, I'm sure they'd be willing to help. I have a lot of adventures ahead of me, and I haven't even finished packing! Despite all the worries and doubt I have, I guess I know deep down, there's no way we can lose._


	15. a First Steps, err, Flight

**Author's Note: Like I said, each issue will guest star a hero from another author's stories, so please welcome to the issue, the famous stylings of...Kal-El_Fan! Marvel owns all of this, don't sue us.**

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First Steps...err...flight

* * *

Sarah Typhon walked along a narrow hallway lugging a couple suitcases she neglected to put in the cab. Melody slowly followed behind.

"Its not fair! Why do you get to go? I can be just as super as you can and you know it! Why do I have to stay here at this run down apartment in this cruddy part of town!"

"First of all this isn't a crummy rundown apartment, it is the most expensive hotel we could get for you that wouldn't put a hole in our wallets. How did you lose that apartment in Manhattan again?"

Melody fake-chuckled a bit as she began to explain again, nervously,"yeah, see, I wanted a nice hot bath, but waiting for the tub to fill I fell asleep, and on the floor below it got so - - "

"We're here. And try not to flood this one!" Sarah said slyly, rolling her eyes. Just then 2 screams filled the apartment in unison.

"APRIL!"

"MELODY!"

"Um...Sarah!" Sarah interrupted. "Let me guess, you two know each other."

"C'mon, Sarah, you remember me, the Halloween party, you thought I was kidnapped. The night ended with two freaked out boys and Mel with a bucket over her head."

"Oh yeah! Well I - -"

"Ohmygosh, I never thought I'd see you after - - "

Then April joined in and they talked so fast to each other, both talking while the other was talking, Sarah said a quick good bye, carrying her luggage away and met Brent at the cab.

"How'd she take it?"

"Scream her head off happy!"

"What?"

"I'll explain it to you when we get in the cab."

Sarah and Brent arrived at the airport and boarded flight 729. They were about 2 hours into the flight, and Sarah asked,

"What is the name of this guy again?"

"Nick Hale. Mutant name Conduit. He's supposed to have extra strength, speed, agility, and can see and shoot kinetic energy and has a healing factor? Yeah, apparently he never ages, and was a friend of my grand-dad's." Brent typed away at his new laptop.

"How is it you were able to transfer the data from the lab to an HP Pravillian?"

"I know things. Besides, that computer was from way back when. We were lucky it was already stacked with data or we would've been better off with a light switch, wires, and a potato!"

"Nerd!" She whispered teasingly.

"err...wow, I can't think of anything bad about you!"

"Huh, pretty cheesy, webslinger."

"Hey, whatever works!" They laughed and kept teasing and torturing each other until the trip wore them out. About an hour passed until they reached their destination in California. Then they changed into costume and swung over to get used to the place while a server took the luggage and ordered the cab driver to take it to their hotel.

"Hey nerdo, where are we supposed to find this guy?"

"Ha ha, Well, he is currently inactive as said by government computers, so, um...no plan from here..."

"WHAT? We went cross-country without a plan?" Just then a scream of terror was heard below.

"I know you're upset Sarah, but hows about we make ourselves famous in California just like we did in New York?"

Spider-Woman and Spider-Man swung down to an old lady wrapped in cloth in the corner of an alley. Just as Spider-Man walked closer towards her saying, "Maim, are you ok?" the scarf rolled of revealing it was merely a dummy in place. A dark figure loomed over the building above them as the area filled with gas at the instant both their spider senses went off, but it was too late.

As the two awoke, they silently agreed to play possum as they listened since they were placed within earshot of the ranting mystery man.

"No no, NO! Neither of these two are Hale! One of them is a WOMAN! How could she be him? We have but a limited time before Conduit finds us! Honestly, one superhero goes off and suddenly _every _mutant in the area becomes active!"

Then, before whoever was on the receiving end of the conversation could respond, the ceiling collapsed in what sounded like an explosion. The plaster dust filled the air, and the metal supports gave in to a sound that reminded those around of thunder. Spider-Woman and Spider-Man sprang to their feet readying themselves for battle. From the shadows of the plaster dust came a figure that looked familiar from a certain data base.A boy who looked around their age, with black hair that looked seriously messed up from the ceiling, and was seemingly as tall as a giant with him being up on a rope ladder waving the two on.

"Spidey? Is that you? It's me! Conduit!"

To be continued...


	16. b I'm On My Own Now

**Author's note: When writing the Spider-Woman series, I also branched off with a ShadowGirl mini series, so you get to see what's happening while Sarah and Brent are away. Which issue goes to which storyline is indicated by using (a) for Spider-Woman and (b) for ShadowGirl. Marvel owns this.**

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I'm on My Own Now

* * *

Sarah Typhon walked along a narrow hallway lugging a couple suitcases she neglected to put in the cab. Melody slowly followed behind.

"Its not fair! Why do you get to go? I can be just as super as you can and you know it! Why do I have to stay here at this run down apartment in this cruddy part of town!"

"First of all this isn't a crummy rundown apartment, it is the most expensive hotel we could get for you that wouldn't put a hole in our wallets. How did you lose that apartment in Manhattan again?"

Melody fake-chuckled a bit as she began to explain again, nervously, "yeah, see, I wanted a nice hot bath, but waiting for the tub to fill I fell asleep, and on the floor below it got so - - "

"We're here. And try not to flood this one!" Sarah said slyly, rolling her eyes. Just then 2 screams filled the apartment in unison.

"APRIL!"

"MELODY!"

"Um...Sarah!" Sarah interrupted. "Let me guess, you two know each other."

"C'mon Sarah, you remember me, the Halloween party, you thought I was kidnapped. The night ended with two freaked out boys and Mel with a bucket over her head."

"Oh yeah! well I - -"

"Omygosh, I never thought I'd see you after - - "

Then April joined in and they talked so fast to each other, both talking while the other was talking, Sarah said a quick good bye, carrying her luggage away and met Brent at the cab.

"It's really nice to see you again Mel, what have you been up to?" Melody pauses, all she can think about is how Sarah, her supposed best friend(s) ditched her on the biggest adventure of her life. All through the teen years she wanted to be ditched, but as soon as something comes along that she wants to do - - -

"You gonna say something? What have you been up to?"

"Hey! You interrupted the part where I think!"

"What?"

"Nothing...you know...ho hum."

"Good, cuz boy do I have plans for you!"

"What?"

"6 Words...P-A-R-T-Y PAR-TA!"

In the speed of about 30 minutes decorations were hung, friends were called, food was brought out and music was played to get ready for the Welcome party of the century! About 15 partying girls were dancing to the rock music that was being played on the stereo in the one small apartment. The old couple beneath was yelling bloody murder and would call the police if they hadn't fallen asleep in their rocking chairs.

April was dancing too, but stopped when she noticed Melody glumly sitting by the door to the kitchen, chowing down on cheese puffs. "Ok, one thing that I remember is you always at snacks when you were upset...that and you never passed up a chance to party. What's goin on, girl?"

"I don't know. I guess things just aren't going too well, I guess I'll just head up to my room." Melody just didn't feel the same. She thought, how could Sarah leave me? All I tried to do was help her. I know what it is, its not that I"m her friend, its not that I have no powers, its that she remembers me as the "annoys little sidekick that needs to learn how to say no! All I gotta do is prove myself, I read the comics! Well some anyways, Sarah was such a fan she much have read a thousand comic books, and I couldn't hear the end of the stuff she did at ! I may not make it to her little adventure, but I can show her we can be a team again!

Melody Grangier quickly changed into ShadowGirl jumped off the edge of the window,using her staff to cling to the fire escape and maneuver to the top of the building. Luckily, all that time practicing karate helped her build up speed, timing, and power, so she was easily able to jump from rooftop to rooftop like any other super. I'll prove myself to Sarah, she thought. I'll be famous here in New York just like she and Spider-Man are! How _did _they meet anyways? Spider-Man was always her favorite character in those comics, which seems to have all been real at some point, I wonder if there is something going on between those two? Oh well, I'll figure that out after she gets a taste of my awesomeness! All I need to do is save some people and make a name for ShadowGirl in this place. Just her luck, Melody heard gunshots in the distance. My big chance! she thought.

ShadowGirl used her staff to slide down a pipe to safely land on the ground to help secure the innocent bystanders. The two gangs were protecting themselves from behind some parked cars and her priorities were clear. Bystanders first, gangs as the icing on the publicity cake! An young woman with a baby was ducked beneath a rather exposing bench trying to protect herself, and Mel completely forgot about her selfish purposes and starting moving the two before she gave them an explanation.

"HELP! HELP! SOME CRAZY GIRL'S GOT US!"

"No, nonononononono, I'm here to help. Name's ShadowGirl. I'm a new hero. Head for the bus stop, that should be out of reach, I'll try to save the rest of the people."

The lady ran off with her baby screaming. Some gratitude, she thought, why did she think I was crazy? Was it me wearing black? Come to think of it, was it me wearing tights? Gee, I guess Sarah went through quite a bit before she became famous. I remember seeing something on the news about giant robots! Uh-oh, forgot the bad guys. How am I supposed to beat them? There are 10 per gang against one! There is no way I can take them...unless they _think_ I could. ShadowGirl used her staff once again to have a ricochet, so as she did a double back flip onto one of the parked cars, the staff bounced to knick the gun hands of who she thought were the leaders of both gangs, (after she used the payphone to call the police, of coarse.) Then, it was time for her to put on the act of her life.

"Surrender yourselves to the police, and _maybe _I'll spare you my super-powerful power!"

"Yeah? You and what army? Who do you think you're kidding? Your a total poser!"

"Wait a minute man, you ever heara dat Spider-Chick? Or that guy with da webs? I wouldn't press your luck, man!"

"Yeah, ok, we surrender!"

"Yeah, don't laser beam us!'

"Or send in sharks to attack us!"

Melody couldn't help but laugh at how easily these guys were scared. In the matter of seconds, the police arrived, putting each and every teen in the car, probably gonna call their parents and have a juvie hearing. She once again climbed the fire escapes and jumped from rooftop to rooftop. On her way home, she thought to herself. Maybe this is one reason Sarah didn't wanna bring me along. No gratitude. But I have brains! Heck, I took out dueling gangs without throwing a punch? Who wouldn't want me? ShadowGirl snuck back into her bedroom and changed back into Melody. She walked into the living room, which looked in total ruins. Party's over. Mel cried out for April, but nothing. Mel found a hastily written note on the coffee table, and read it aloud:

_Dear Mel, _

_ Had some business at the docks. Will explain when I get home._

_ April Annokely_

Mel couldn't believe it. Well, first she couldn't believe April's last name was Annokely, but then it finally dawned on her. Why would April be at the docks? Why at this time of night? Is she in trouble? Ugghh...Sarah usually figured this stuff out. She was so gifted at mysteries. I guess this is the time I admit, I'm on my own now...and I'm scared.

She sat down at the television thinking that'll settle her nerves. At first she stopped by to watch TheN, but it was playing that old Degrassi show it played about 20 years ago. "GET SOME NEW SHOWS!"

Eventually Mel just settled for the evening news, then her eyes grew wide in horror as she listened to tonight's top story.

_...and no one knows what was stolen from the docks at the New York Harbor, but the police assure no one was harmed. They are however open to say they have a lead on who it was by a female's glove found at the scene of the crime. In other news, *click*_

To be continued...


	17. a Energetic Allies

**Author's Note: Ok, this guest character by the name of Conduit was sent to me, the Spider-Woman writer by a guy who goes by Kal-El_fan. Give it up for Kal! Ok, that being said, Marvel owns all this stuff since it premiered on . Again I say - - Don't sue me!**

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Energetic Allies

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Unfortunately, the ropes snapped. Conduit would have fell over, but he saw the kinetic energy streams was able to move outta the way.

"Ok, new plan, follow me!"

Spider-Woman, Spider-Man, and Conduit made their way through the rubble probrably made by one of Conduit's energy blasts, but then the man in black came at them, holding a net launcher, a little awkward considering the company.

"Hale! I'll die before I let you foil my plans!"

"Then you better pick out your tombstone!"

The man in black, who is still annoyingly yet to be named, launched his net, and Conduit used another energy blast to send the net in his direction, inabling him. Spider-Woman and Spider-Man would have jumped in, but the guy only had a net against three really fair. Then Conduit _looked_ at Spider-Woman, then said

"Nice catch Spidey! 'Bout time you got rid of Mary-_Plain_! I don't know why you ever let go of the Black Cat!"

Brent could just feel Sarah staring him down right now. Plus the thought of his grandfather with someone made him nauseous. "Uh, wrong Spider, tell ya later, but we should get outta here..." Spider-Man made a web line to the outside of this cave-like lab, or whatever it was. So hard to tell with all the plaster everywhere. They made it out in time, but found themselves in a forest of some kind. It was night too. Then Spider-Woman and Spider-Man got that familiar tingling on the back of their heads, and Spider-Man said, "You'll come in handy Conduit, we've got company!"

"And not the kind that would stare at my _"outfit"_ through the whole fight!"

"Well, I'll be this age forever and since you're not with Spider-Man - "

"She is!"

"But you said you weren't - "

"No, I said I was...Ugh! No time! Fight now!"

Spider-Woman used her webs to fling the henchmen into each other while Conduit kept on blasting. Spider-Man stuck to hand to hand, and was knocking them all on their butts. Eventually they all ran out of bodies and found a shore, only no way to get off. Apparently now they're on the coast on some island off of California. Brent convinced Sarah to go look for signs of life that aren't criminal, and Spider-Man took this time to talk to Conduit.

"What's up?"

"Look Sar- ...Spider-Woman isn't interested, and I am Spider-Man, just not the one you know."

"You Ben Reilly?"

"Who?"

"Nevermind...so...who are you?"

"His son."

"Wait, if you're his son, who did he - "

"I believe she's called _'Mary-Plain'_ according to you!"

"oh...wow, how long has the government been hiding us?"

"About 15 years. When first generation was around during the 90s or 00s, excluding Captain America, they or their kids took care of all the big bads and locked 'em up, not knowing they were making themselves civilians. Then they covered up by making comics, TV shows and movies to make 'em think they're fake. You know that. But now there are new people coming out, now so are we."

"I'm in! What's our first mission partner?"

"Well, one part could be you waiting for me to ask you to join, but excluding that, take out SHIELD."

"Uhhh..."

That went on for a while with Brent trying to explain its all for the better. At the same time, Sarah was looking about the island, with a million things on her mind. How is Mel doing at home? Did she flood the apartment again? What happened to the Brian symbiote? If she had the choice, would she have picked him over Brent? Truth be told, she was really starting to love him, like she does Brent. Even without powers, when she first saw him he was beating up baddies in an alley! Then he tried to help her with that thing with Creature, and he was so heartbroken when she kissed Brent. He _really_ wasn't supposed to see that. Now he willing took in that pile of black goop thinking she'll like him better. Maybe she should just forget him. Brent is nice. He is always there. He's brainy, was on the football team, taught her some great fighting moves with her new powers. But still she questions, is there any spark?

And still the question remains, how will she find enough heroes to bring down SHIELD? Time is running out. How long will it take the head of a top secret agency to put together some troops to take out some super-powered teens? Well, Conduit is technically a grandfather's age, but that's besides the point. They still need to come together somehow. Like, how will they contact Ryan Pace? The guy travels through dimensions for crying out loud! They need a communicator or something, which they don't have. This stinks.

"Sarah! Wait up!"

Spider-Man swung up behind her. "Brent? Why aren't you with Nick?"

"Oh, I mentioned taking down a certain government agency and he kinda got cold feet on us. Giving him a break, but I think I'm wearing him down."

"Wearing him down? You are the first guy I know who'd say that."

"Hey, we just gotta find a way offa here."

Then some robots come out from the bushes. These things are seemingly harmless looking, like floating discs with lights, but those lights prove to be lasers. Spider-Woman and Spider-Man are a step ahead of the game as their spider-senses easily guide them out of harms way, but then there is a familiar ring in Sarah's right boot.

"You brought you're cell pone to California? How do you even get bars here?"

"Says the guy who uploaded secret data to a laptop!"

RIIIIIIIIIINNNNNNNG!

Spider-Man uses a webline to hit a robot against a tree. _*KA-BOOM!*_ "uh...hello?"

"Sarah! Boy am I glad to hear your voice, you won't believe what happened with the jet in your lab!" It was Melody. At this point Sarah is thinking _God, what did she do this time? _while she and Brent are running through the forest fighting off these robots with laserbeams. Spider-Man uses a web-bullet to make a robot hit another_. *CRASH!*_

"Make it fast! waitaminute, waitaminute, did you say we have a jet?" Spider-Woman remembers that horrible coach ride to California in that plane. An old lady fell asleep on her shoulder, a baby wouldn't stop crying, and an 8-year-old wouldn't stop kicking the back of her chair, but the whole time she had a private jet? She slapped Spider-Man on the back of his head.

"What did I do?"

"I'll tell you what you did later!" Brent was clearly getting a little mad, but he had more important matters at the time. Sarah returned to her phone. Melody was rambling uncontrollably and as she tried to fight back at the same time (seriously, there must have been dozens of those stupid robots) she just gave up listening and tried to wrap it up quick, avoiding every laser via spider-sense.

"aaaah...ugh...well, listen to your heart, do the right thing, all that jazz, I'll talk to you later as soon as I can to understand all that jibberish. Bye!"

"No, no, Sarah, wait!"_ *click* _She felt bad about hanging up on Melody, but there were robots coming at them. Spider-Man ended up taking them out steadily with the same "slam 'em against a tree and make 'em hit each other" routine. Spider-Woman joined in with a "web 'em in their laser spouts and let 'em explode" trick. It carried on for about 15 minutes before they were were all down and out, or at least out of sight.

"You have enhanced strength now you know. My neck is still sore! What did I do?"

"Did you know we had a private jet in the lab?"

"WE WHAT?"

"And now Abby did something to it. And again, I reiterate," _*slap*_

"Ouch!...you know, you need to learn to control your strength more..."

"Brent, what...you never seemed to think of me that strong...are you - "

"I'm fine! We better find out who that man in black is." Spider-Woman and Spider-Man found Conduit about 10 minutes into the forest, probably either trying to find them, or avoid them. Spider-Woman decided to talk to him.

"Nick, you knew that guy in black. Who is he?"

"Well, you see...after I heard the supers were coming back...well, I was underground in my own sense of the word."

"What do you mean by that?" Sarah said a little annoyed.

"Well, what people didn't know is one of those islands off the coast I had an HQ. After all the supers were hidden, I wanted to make one last move on Amilleo. He had this whole "I was a great scientist until society destroyed me!" thing and he was one of the many after super-DNA samples to recreate the world's greatest heroes." _The super-DNA samples_, Sarah thought. _That's what changed me. That stupid mad scientist used me like a guinea pig. I probably wasn't the only one._"Anyways, long story short, I ended up hiding from him after a long battle and he took made his own HQ, but I postponed him having super-tech until people came out of hiding. One thing leads to another, secrets get spilled, and now we both ended up coming back into action.

Sarah couldn't help but feel guilty. It was all her. She was one of those lab rats because of her stupid detective curiosity, she wanted to be a hero, but now...she started a war. A war between heroes and the normal citizens. She remembers reading a Civil War arc in the comics she loved so much. The government wanted them to register and there was mixed opinion. She still can't believe later she discovered...it was all real. Once people were hidden, they covered it up for years letting people believe it was all fake. Well, maybe people were safer before, but those families and supers, they aren't being treated fairly. And that's what she's fighting for.

"Conduit, that's how I became Spider-Woman. I was given one of the samples. Forget about Amilleo. Come to New York, we need all the help we can get, and if my instincts are right, that's where the final showdown will be. This isn't fair to supers and you know it."

"I'm in Spider-Woman, but where's the other Spidey?"

"Huh...where did he run off to?"

"I'M HERE!" he said swinging as if on some kind of curfew. "Say thank you!"

"Why?"

"Because I know a way we can keep in touch!" Spider-Man reached into one of the pockets on the belt of his costume, and pulled out a spider tracer. "It's had a few advancements over the years. It keeps track, but it as a special communication function, but only I can start it up."

"Brilliant! But what about the dear doctor?"

"He is on a deserted island. We can beat him up after this mess clears out. But still..."

With that word, Conduit decided he would use his own way back, by having his energy beams surround him in a shield as another propelled him to the mainland of California where he would take a flight to New York. Sarah and Brent hitched a ride with Conduit as far as California, but instead took a boat to their new recruits' on the far side of the island, all have left, but one man remains, and he is definitely not happy, just, well,...he's talking to himself, and that _can't _good.

"Those spineless little worms. Those half-pint, nonnuclear little protozoa. I'll show them - WHOOOOA!"Amillieo found himself hanging upside-down in a tree, and what appeared to be a card saying _Courtesy of Your Friendly International Superteam! _

"AAAAAGH!"

"Ok." Spider-Woman started. "Who do we meet next?"


	18. b Did She or Didn't She? That is the Q!

**Author's Note: Ok, I'll explain this again. This is actually issue 2 of the ShadowGirl mini series. It keys in to what happens while Spider-Woman is traveling the world and sometimes it crosses into each other. You can tell what series its from by the label of the chapter. a or b. That simple. And I noticed some of the jibberish was broken up, STUPID FAN FIC WEBSITE PROGRAM! But you all know the whole story, anyhow. Again, I don't own these guys.**

**Oh, and also, There is a whole other thing going on with Abby Morden. I kinda borrowed her for a RPG. I'll explain what happens to her when she gets back. She kinda does, but in more of a millisecond really. Our girls can talk! Ok, back to the story.**

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Did She or Didn't She? That is the Question!

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Melody was in complete and utter shock. Was April in trouble? And more importantly, was she causing the trouble? Then, there was a knock at the door. Mel peered through the window, being cautious not to let the person on the other side see her. It was April! There is no way she could get her head straight about this and face her. She saw only one solution...run away!

For the second time tonight, Melody Grangier changed into ShadowGirl and used the fire escape and her staff to go from rooftop to rooftop, this time bringing her cell phone, knowing Sarah always hides her cell in a space in her boot. She took it just in case of emergencies, and frankly, Mel needed a little pep talk, but decided to wait on the call. Back to the secret lab, she thought. Maybe she can find some use for her skills by the computer. Once in, she just got in front of the computer and stared at it.

"How am I supposed to work this thing?"

ShadowGirl gave up trying to use that fancy computer and went exploring instead. She found what appeared to be an aircraft hanger, with a jet missing. She did the math. There was only the 4 of them that knew about the lab. Sarah and Spider-Man are going around the world for recruits. She didn't take it. That only leaves one. Abby Morden. What did she do with the jet? A special footplate by the hanger that she accidentally stepped on revealed the coordinates of the jet: Houston, Texas. _(go the Shadow Avengers RPG thread to see whats she's been doing since page 102.)_

"Ok...what on earth is that psycho doing in Texas with our jet?" Then the coordinates keep switching between Texas and the Bermuda Triangle! "Ah, well, which one is it? Ugh! This doesn't make any sense. That's it! I need help!"

ShadowGirl dials the numbers as fast as her dainty fingers can move. She gets a little impatient as the phone rings slowly twice, though it seems much longer.

_*KA-BOOM!*_ "Uh...hello?"

"Sarah! Boy am I glad to hear your voice, you won't believe what happened with the jet in your lab!"

_*CRASH*_ Make it fast! waitaminute, waitaminute, did you say we have a jet?" _*slap* _

"Yeah, but I'll make it fast, ',butthestupidcomputerwon'ttellmewhich,bytheway,?IfIwereyouIwouldn',asamatteroffact,Iwouldn'?_ *BOOM*_ 'tbreakmyheartbyfightingherI'vegrowntooattached,andwhattheheckareyoudoingI',areyoucompletelyignoringme?"

"aaaah...ugh...well, listen to your heart, do the right thing, all that jazz, I'll talk to you later as soon as I can to understand all that jibberish. Bye!"

"No, no, Sarah, wait!" _*click*_

Melody coudn't believe it. A girl is probably making a fool of herself somewhere in the world and her best friends are either in California or a possible felon. ShadowGirl decides some action would get this personal stuff off her mind. She jumps from rooftop to rooftop, and getting really, really tired too. She just doesn't have that kind of endurance. _Who's bright idea was this anyways? Me going out crimefighting with no powers?...oh...right..._

!

An alarm? Perfect! Its at the third national bank of New York.

(Would be the first, but in this city, you know how many super fights happen) She decides to land on a car to break her fall getting down. _*boomf*_ _aaah, thats gonna leave a dent_. She runs into the bank where they are holding hostages and and there are about 5 thugs and 20 people being held hostage, including a grumpy old security guard who should seriously reconsider his career at this point in his life.

Anyway, the thugs were kinda tall, noticeably scrawny, obviously not the type of people smart enough to avoid setting off the noisy alarm, and the whole time she's thinking _If I screw this up I'll never live it down._ The men come after her with four bats and a can of pepper spray. They all pile on to her, at first taking her by surprise, screaming stuff like "Think you can stop us girly?" and "We don't need no more supers!" all the while her breathe was cut off by one of those guys' elbow at her throat, and her staff snapped in two.

Somehow, ShadowGirl was able to reach for her collapsible staff, that she got just in case something like losing her solid staff happened, and was able to hit most of the guys in the gut, but accidentally hit one guy in the eye, blows they can not easily bounce back from. So, figuring this is a chance to get herself known again, she said "Yeah! That's what you get for messing with ShadowGirl!" While the guys are down, she says to the hostages, "Ok guys, get up! And by the way, they only had bats and a spray, and you outnumber them 4 to 1. I know you guys ain't supposed to play hero, but I'm just saying..."

At that moment the police were lining up down the streets as if these guys were actual threats. Mel decided not to stick around for the police to make her answer simple questions like "What's your name"? Her next amazing feat...the getaway. Mel pushed her way past the hostages and went out through the back. She jumped back onto the dented car, probably making it deeper, and climbed onto the gutter of the roof and again, somehow able to gather more energy than before, made her way back home, now with more confidence to talk to April. After all, a soothing thought that popped into her mind, she doen't have any _proof_ April stole that something from the pear. _Note to self_, she thought, _gotta find out what was stolen._

ShadowGirl sneaked back into her room, packing a few stuff in case things get ugly, she sees April had settled down on the chair, a bike in the living room covered in mud._ Funny, biking distance from here to the pier and back would take just as much time as - - no, no, I'm giving her the benefit of the doubt. _Melody decided it was time for her to take charge and ask her straight up!

"APRIL! WHAT EXACTLY DID YOU DO AT THE PIER?"

"Well, where were you while there was a big party?"

Her voice was calm as if Mel's urgency didn't even phase her. What was wrong with this girl? "Don't You Know Someone Was Stealing Stuff There? I Thought You May Have Been Hurt!" She couldn't let her know her real suspicions. If she was wrong, it would hurt too much.

"I...had to run there...for...some boating equipment my family left there when they were seeing me to my new home. You know my folks, boating is like an addiction to them."

"You couldn't spare 30 seconds to explain that in your letter?"

"LOOK MELODY! I'M FINE, OKAY? IT'S BEEN A LONG NIGHT AND I JUST WANNA GET SOME REST!"

Melody just stood there. Mouth wide open. April slammed the door behind her to the bedroom, and she decided she really just needed privacy. This is a whole side of "Party-Girl April" she'd never seen before. What's worse, April was covered in bruises, and Mel also suspects much worse injuries. And there was only one glove on her hand. What's even worse than that. She took a bag in with her. That is when Melody decided it was official. One of her childhood best friends is knee-deep in the bad-guy-vibes.


	19. a Depression

**Author's Note: Sharon and Yuri are courtesy of KaiYves! KaiYves everybody!**

**All this is owned by Marvel. Don't sue us.  
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Depression

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"Their names are Sharon and Yuri. Not much info on them. Says their father Alexi was very powerful, and they moved to Australia after everyone went underground. Oh no..."

"What is it? Did you get your fingers stuck in the keys?" Sarah asked laughing. He's brave, strong, is another super, and a total brain. This guy is perfect she thinks. Why was I even considering dumping him for Brian? Brian has the symbiote for crying out loud!

"The girl got to develop her powers before her family moved, and well...she's a telekinetic."

"Just like you! One run-in with a telekinetic psychopath and you get cold feet coming near another!"

"Abby was on her way to my apartment as soon as we left, I just know it! Girl is obsessed with me! Why?"

"I'm your girlfriend, I'm your partner. You want a response from which side of me exactly? And why are we taking a boat from California to Australia?"

"You didn't wanna take another plane because you didn't wanna ride coach after the baby, and the kangaroo kid, and - "

"And the private jet we left behind!"

"Let it go...and it'll only take a couple hours anyways going west from the coast. Uh-oh, we gotta hide again!"

The captain of the ship that walked by didn't realize he had unwanted guests. Spider-Woman and Spider-Man were on the ceiling of one of the cabin's apparently vacant. Since they are only in costume, accidentally leaving clothes in California, they can't exactly pay to be here, so they felt the need to sneak around in route to Australia.

A few hours later they arrived in Sydney, managing to get past the captain and crowd they had to hide out inside the Sydney Opera House. Plenty of space for a wallcrawler, considering the place was designed to resemble a sailboat. Once evening dawned they set out to look for the children. Their full names were Sharon-Christa and Yuki Drakon, ages 16 and 12 right now. Sharon was a powerful telekinetic, but there wasn't enough time before the underground movement for the computers to get the data on Yuki.

Sarah and Brent swung for miles with no plan whatsoever on how to find these two kids. They were careful not to be spotted, so SHIELD won't be able to trace them as easily. The there was a scream, a scream of a man, not heard very often trying to act brave for the ladies and all. Something serious must be happening. The two hid behind a shrub at ground level so others may not recognize them. What they saw was a man in all black, wearing a ski mask with a purse in hand, obviously a robber, frozen solid in a block of ice!

First things first, they used warm water, cloth, and such to thaw him out before he died of the cold. There was a little boy looking in, hiding, around twelve years old. Someone with powers could only do this, so Spider-Woman grabbed her partner by the arm and started running toward the boy. To stop him, Spider-Man webbed his arms to his waist, making sure to do no more than immobilize him.

"Hey! Hey! Let me go!" the boy yelled, that is, before freezing and breaking the webbing like it was a piece of drywall.

"Calm down! I only wanted to slow you down so we could talk!"

"Really? Heck of a way to go about it." A girl around 16 said. She flew down from about 10 feet in the air. "Yuki, what did I tell you about playing hero? You could have killed the poor man! We went underground for a reason, and that is because the government doesn't trust us."

"Oh c'mon Shar, the guy was a crook and I did it on accident. Nothing exciting ever happens around here."

"Excuse me...who are you two."

"I'm Spider-Man, and this is my partner, Spider-Woman. You two, are...powerful, and we're - "

"We're desperate." Sarah interrupted. "SHIELD, it...it's gone too far. How would you like to go where ever you want? We just want some help in this fight. We are taking recruits and we want you to join us in our cause."

"We're underground for a reason and - "

"And the reason is they don't want history to be repeated, but in the process hundreds or even thousands of supers are hidden, never to live a normal life if they disagreed. They sent you, your brother and your father to Australia for goodness sakes!"

"C'mon sis, please! Your a telekinetic, I'm a next generation Iceman! We can really help!"

"Fine, we're in."

"Wait," Brent pointed out. "What about your parents? Don't we need to check with them? I mean, I heard your dad was a good fighter too. Where is he?"

A sight of depression descended upon the kids. Yuri began to open his mouth, than turned and created an ice bridge that let him speed off like bare feet on a hot roof. Sharon explained, "I'm sorry, you kind of hit a nerve on Yuri. His dad was his hero when he was younger and...one day this madman, came, trying to take a sample of something, at least that's what I think had happened. I don't know, we were both so young. We'd be happy to accompany you to America, but we can't leave right now. Please, stay the night at our house and we can leave in the morning.

Spider-Man, Spider-Woman, and Sharon made their way to a small house, very neat and old fashioned. It seems someone took them in, but was away for a while.

"Normally our friend Jessica, the lady who took us in, would be here to greet you, but she's away on business and won't be back for about a month."

The trio saw Yuri, cheered up a little, and eating a piece of damper as a snack. Sarah couldn't help but feel she dug herself in deeper. _One day this madman came, trying to take a sample of something. _ugh! It must have been those government jerks again, getting a little piece of every super, just so they won't vanish, which would be caused by none other than the Hero Registration Act and Super Relocation Law! Sometimes SHIELD just goes too far, and makes no sense. Sarah read in the comics that Iron Man was leading the Pro-registration act team when the Civil War happened. Right now she would tell him to blow it out his exhaust pipe!

After dinner, the two were escorted to separate rooms for the night and Sarah checked her cell phone for missed calls, and saw she had received a text message.

S

We need to talk. CYL

BFF

M

Sarah then grew very concerned for her childhood buddy. She writes a text message back, knowing she'll call later, and maybe this will lighten the mood:

M

Sorry I missed your text.

YMBFFT

S

It was later when it all dawned on her. She left Melody alone in New York City! As sensible and controlled as Mel may seem, she can get into total and unpredictable trouble just like Sarah! Made her kinda proud actually. But what did she do this time? Sarah paced back and forth on the ceiling of her room. The new recruits are excellent hosts. She couldn't help but think of Brian and Brent. Who was she kidding. She knows the obvious choice. But is Brent who she wants?

"Who am I kidding?" Sarah asked herself outloud. "I'll never decide if I want Brent or Brian. Brian or Brent. Webslinging large billboards in a single bound never made me _this_ dizzy!"

"I know what makes me dizzy. Going on this rollercoaster with you..." Spider-Woman turned and saw Spider-Man, just coming out from around the corner of the hall. He must have overheard her, maybe cracking that last joke as a way of trying to take away the sting.

"Brent? Oh, this isn't what it sounds! I mean, yeah, I'm a little confused, but of guilt if anything! Really!"

"Don't bother Sarah. And don't worry, you'll have plenty of alone time to think out this "confusion". I'm going back to NYC with the kids, make sure nothing'll happen to'em."

"But I - " She stopped herself, knowing nothing will bring him back at this point. He trusted her, helped her discover what she can do with her powers, been a real friend and boyfriend. How could she be such a jerk? Morning arrived soon and the kids were ready and on their way. Apparently, Sharon had been friend with the Captain, and agreed to give them a ride to Manhattan. Sharon and Yuri boarded the ship, Yuri making ice crystals in his hand, practicing from excitement.

Spider-Man passed by Spider-Woman, without so much as glancing at her. She had the laptop with all the information in hand, as well as a long-strapped purse made of webbing to hold the updated spider tracers they were using as communication devices. The boat shipped off without a word, and Sarah reluctantly went back to the kids' house, borrowing the clothes of the woman who took in the kids, Jessica. She would travel far for the next stop, so it would be necessary she fit in.

It occurred to her this early in the morning would be late at night in the Big Apple, but she had to check in on messages from Melody. As soon as she opened her phone, a message was received new from the girl in question. She merely quoted Sarah's last message and attached three question marks. The acronym. Sarah always had a thing for making up acronyms. She responded by putting the definition of YMBFFT by saying You're my Best Friend Forever Too. Sarah then added, what is it you wanted to say?

Sarah waited a few minutes for Mel to respond. She got nervous as she read her text:

Nothin.

L8r.

Something was wrong, but Sarah had a mission to complete. Soon she would have a whole army on her hands.


	20. b Truth

**Author's Note: Yeah, gotta say this again.**

**a = Spider-Woman's side**

**b = ShadowGirl**

**And I own none of this. We clear? cool.  
**

* * *

Truth?

* * *

_ No, no, I won't believe it. So she just lost her glove biking. She is covered in mud, maybe she really did just have a bad day. April has always meant the world to me, sometimes closer than Sarah. She couldn't have stolen that...that...oh shoot, I still haven't figured out what was stolen._

Melody decided it was time to check it out. The police haven't released the info yet, but she knows where the robbery happened. That's a start. Morning would come soon, so she needed to get as much sleep as possible. Have to get all forty-winks if you wanna be one of the greatest vets. Since she was a kid, all Melody wanted to do was help the animals, and if that meant suffering through college, so be it!

After six hours of torture, and three hours of continuous homework, Melody couldn't help but respect Sarah. She is in college for criminal investigation. That's gotta be harder, and she's able to balance being a full blown superhero. Actually, now she is going around the world to get recruits for some sort of uprising. That's an excuse, but she's using a "vacation" cover. Joke's on her, she'll have to make up for it in the summer!

In any case, she decides now is a good time to leave and investigate the pier. It is just sundown, so there is enough light to be guided by and she can at least be partially hidden by darkness. _Note to self: black clothes - not very effective during the day._ ShadowGirl snuck her way past the boats and crept into the holding room for crates, still taped off as the scene of the crime. She knows it is illegal to enter, but but she had to know everything that was happening. ShadowGirl spotted a crate that had special attention brought to it. That had to be it. The crate was empty, but it said on the side in slightly charred red letters: MALSTROM TECHNOLOGY: TOP SECRET. That was part of her answer, but she needed t know more. ShadowGirl made her way out of the docks, making sure to leave no evidence she was there, and climbed onto a nearby house by it's shingles and jumped once again from rooftop to rooftop.

There was a scream in the distance, a woman being mugged. She kept fighting off one guy, who happened to be positioned at the right spot for Melody to drop on top of him and make him release the purse! ShadowGirl gave the woman back her purse, and the lady punched her clear across the jaw and started running! _Some gratitude! Maybe my black tights are a bit scary, or just a little nerve-setting._

ShadowGirl was on route again, this time sneaking into the New York Record Building. The computers there can tell everything about anything. she typed MALSTROM TECHNOLOGY into the search engine where a pop-up said that the company is the number one weapons producing industry, newly releasing a prototype for a new hand-held device for service men, yet to be released is any specific details. Melody was able to put two and two together. Since she recently discovered what was seen in all comics were real, Stark Industries must have been real too. Once the heroes were underground, so did Iron Man. In it's place for number one was Malstrom Tech. It all made sense, someone stole a prototype weapon. No matter what the circumstances show, she refuses to believe it was April. It just can't be! She grew to miss her best friend more and more as this hero thing goes on. Sarah would always solve this stuff and she would always worn her to turn back, and that she'll get herself hurt. What happened? Melody took out her cell phone, neatly tucked away in her silk belt, and she sent Sarah a text.

S

We need to talk. CYL

BFF

M

AAAAAAAAAAAAAHHHHHHHHHHHHHHH!

That scream came from the park. _Hmm...just like last time, same place, 'round the same time...nah! gotta be a coincidence._ But it wasn't. The new Venom was in the park, looking for something again. This time he looked even more disgusting, just a human form of black goop, no spider on his chest, probably because it was man-made by SHIELD to take down Sarah, and just bonded with her admirer, Brian Johnson. Those kids were so scared, Melody wasn't sure if she could do anything to try and help them...but ShadowGirl was sure going to give a heck of a try!

ShadowGirl climbed down as carefully as she could, being she had no actual powers, but landed on her knees at the pavement. Some minor scrapes maybe, no big deal. She readied her staff, ran toward the monster, stuck a pose (because she's just that kind of girl), and said, "Hey mudstain! What's the matter? So afraid you'll get beat by a girl you gotta go up against preschoolers?"

"We bare no grudge against you. Turn back girl!"

"Sorry, _that_ me is _so_ six months ago!"

ShadowGirl executed a flying kick with lift supplied by her staff, and was planning to hit the host on the head, maybe making the symbiote unconscious too. That's not what happened though. The symbiote caught her with goop flying out of it's stomach, attaching her to a nearby picnic bench.

"Venom, please! Brian! Is this what Sarah would want? Remember Sarah!"

"We are not Venom. Venom was inferior. Venom fell to many. We maybe as dangerous as Venom, but we are not as soft. We shall not fall. We will succeed. We are the very root of Venom. We are Fangs!"

ShadowGirl managed to break free of the sludge, then she threw her staff in Fangs' gooey eyes to distract him, and rushed all the doddling kids to safety. "Fine then. You call yourself Fangs. But that doesn't change who you really are Brian! Search deep inside yourself! You love Sarah don't you? If she means more to you then the symbiote, don't let it take control of you!"

"WE ARE NOT BRIAN JOHNSON! WE ARE NOT VENOM! WE ARE FANGS!"

ShadowGirl was slammed against the safety gates, her staff chucked back at her all covered in Fangs-slime. Fangs leaped away, screaming "This is your last chance to stay away! We will not spare you again!" and again not getting what he was looking for. Some bystanders were staring as ShadowGirl began to leap her way home, seeing Fangs was too far for any human to catch up to. This was her first defeat. And she still had one order of business to take care of. April. She was going to know once and for all whether she took that new prototype or not.

Melody made her way back home, thanking God it was a Friday, that way she won't have to endure punishment, seeing as how she stayed up the whole night. Still sore from her throw-down with Fangs, Melody made her way, sneaking through April's bedroom, seeing her still asleep, but tossing and turning as if something was troubling her. At first she held her breathe, thinking she might have waken her up, but then shook it off as nightmares from a bad day. The bag wasn't in sight. Melody looked in her drawers and under her bed, but finally found it on the floor of her closet. She zipped open the bag and found...nothing. It was empty. Melody was able to everything back, just in time as the sun was about to rise, and since the window was open, it would have woke up April, and that's a little more explaining than she wants to go through.

Melody decided to catch some Zs in her own room, but first she checked her cell phone for a text from Sarah. It said:

M

Sorry I missed your text.

YMBFFT

S

She didn't understand what that meant. She quoted Sarah's text, figuring she'd be up again by now, and sent her a text consisting of three question marks, and the reply was Sarah's explanation of the acronym.

Your My Best Friend Forever Too.

What is it you wanted to say?

What ran through Melody's mind was how terrible she'd been doing. She let Fangs get away, and didn't even come at him with a good plan. She can't hold a lead to a case she broke the law for, and suspected a friend of committing the crime. Now she was coming to Sarah every time she needed a little cheer up? _Suck it up, _she thought. _You think __other__ heroes cry to their friends like this? Other heroes, I should think __real __heroes. I don't have any powers or even a real reason for doing all of this. One thing is for sure, I don't need to bare this load on her._

Melody texted on her cell phone:

Nothin.

L8r.


	21. a Paper Covers Lasers

**Author's Note: Card is one of the many characters contributed by lifeisacabaret! Show'm some love! Marvel owns these guys.**

* * *

Paper Covers Lasers

* * *

After "borrowing" some clothes from a store and leaving behind the appropriate amount of cash at the door, having lost her normal clothes, Sarah swallowed her pride and took another plane to her next destination: Japan. She opened the laptop, left behind by her regrettably now former boyfriend Brent, and it showed there was not much known about this one, just an active mutant. Calls himself Card. That's all that's there. Sarah is still feeling desperate, never taking on a challenge like rebellion before. Soon the flight ended.

Upon arriving in Japan, Sarah Typhon checked into a hotel in Tokyo, having already exchanged some money into yen. That's when she realized a big mistake. Tokyo was over 158 miles from Card's most active site in Niigata. That is usually nothing considering she used to swing around New York, but I suppose she was a little jet-lagged so instead she jumped upon the roofs of moving cars to get to Niigata.

After about an hour and a half or so, she was looking all through the city, honestly it was like first time in NYC all over again. Then Spider-Woman stopped, making sure to be silent as she heard something in the distance. Being heard was a kind of hovering-rumbling kind of sound. Spider-Woman readied herself onto the wall of a nearby building as a SHIELD agent on a hover-bike, wielding gas bombs and laser gun.

"Stand down, Spider-Woman. A message from the leader of SHIELD, Commander Jason Core. Surrender your recruits and turn yourself into SHIELD. A mere warning before bloodshed."

"No! You think after all I've gone through, I'm gonna give up now? Supers deserve better life than to be hidden as if they were nothing but a nightmare!"

The SHIELD agent then fire a gas bomb, from which Spider-Woman could just barely dodge. Her first move was to find cover and try to fire webs, but the lingering gas was so thick it was hard to see, though her spider-sense kept her from getting hit. Sarah tried swinging away, too scared to be witty and have fun like she used to with Spider-Man. Before she knew it, Spider-Woman was swinging into the fog of a nearby coastline. (She must have been trying to escape longer than she thought) She tried to go back to the firing webs plan, but he agent just fired at it before it could reach him. It was a thin web line so that guy must have had a lot of training. Sarah tried maneuvering around him, but she was shot by a laser blast, putting a hole in the ribs of her suit and making her extremely sore, but she could tell nothing was broken. Spider-Woman fell to the ground, but trying to get back up, the agent lowered the hover-bike near her and lifted the laser gun to her head. This was it.

Then, just in the nick of time, a shard of bamboo plant sped across the arm of the agent, blood oozing out. Spider-Woman rose to her feet and pointed her wrists at him, making him flee in intimidation. There is only one known active mutant in Japan.

"Konichiwa. Hajimi machiti."

"Huh? I speak English, dude."

"I said, 'Hi, how are ya?' but mainly cuz it's the only Japanese phrases I know."

"Are you Card?"

"Who wants to know?"

"I asked you first."

"Yeah, I'm Card."

"Spider-Woman. Thanks for, you know, saving my life."

"No prob. You look American. What are you doing all the way in Japan, and why are those guys after you?"

"Long story. I suppose you've heard of the Hero Relocation Act?"

"You mean the atrocity that immediately followed the Hero Registration Act? Why do you think I'm here? I never even went all 'vigilante' or anything and SHIELD thinks they have a right to put all supers away from home or behind bars."

"I know it's unfair. I'm here to help. I'm recruiting. There is a team forming. I want you to be a part of it. We rise up against SHIELD, let supers do whatever they want (within legal limits) and the Earth is just as it used to be. So, you in?"

"…...no…..."

"What do you mean no?"

"It's a lost cause. Did you ever stop to think, maybe there is a reason 'heroes' are hidden?"

"What are you trying to say?"

"Think about it! Ancient times, Civil War, Revolutionary War, back in those days, do you think there ever were any super struggles? No. It's fairly new to the human race, and as many pointed out, there were no super villains until the super heroes showed up. If one person causes a wave, it just puts _everyone_ in danger, super-related or otherwise."

"That's not true. There are still villains, the government just covers it up to make it look like everything's hunky-doory! Wanna know how I got my powers? Illegal experimentation! I was too curious for my own good and some nut-job made me a guinea pig! There were others like me. One being the Creature. There will always be super-villains because people with powers will always be there, even if others don't want to accept it."

"Okay, first off all, no one says 'hunky-doory' anymore. Second; I guess I'm in, but I still don't see how we'll stay in contact or get to America."

"I have it all planned out. We just need to be pointed in the right direction. Oh, and next time we meet, try not to be so much of a downer!"

Spider-Woman gave Card the plans for how to get to the next location along with a spider-tracer from the web-bag Spider-Man gave her. Even after all this excitement. She can't stop thinking about home. Brian. Brent. Melody. Oh God, Melody! She remembers there is something serious going on with her, but what can she do on the other side of the globe? Before the departing time (she lied by the way, she has no idea how to go places from here) Card told her his powers. Apparently he was able to control paper, like ordinary paper, bamboo, whatever, and wing it at people to give them serious paper cuts and make them pass out from excessive bleeding. Bingo! This was Japan, so there were some massive bamboo fields nearby. Card was about to construct them a way off Japan.

Card bent and twisted the bamboo to his will to make a contraption somewhat resembling an air plane.

"Next stop?"


	22. b Detective Melody on the Case

**Author's Note: Ok, I'm not going to go over the a/b thing again, I'm not getting any reviews anyhow. If you _are_ reading this, you should know the drill by now. And again, I was using Abby for an RPG as well as the villain known as Creature, so I'll explain what happened to them when she gets back.**

* * *

Detective _Melody _on the Case!

* * *

"Class, today we will examine the anatomy of the common canine. As you can see, there are several – "

_Amazing. I always wanted to learn to be a vet, so I'm at attention like a Great Dane. But I'm still sore from the fight with Fangs. Every time I move a muscle I feel like I need a triple-layer cast! Man, that guy beat me up but good, but there still has to be a "Melody Grangier" life, even if it is boring! I just wish – _

"Miss Grangier! You seem to be distracted, because you already know this, perhaps? Since you are so well-educated in the anatomy of the animal kingdom, why don't you stay after class and enlighten me!"

_Note to self: try not to be so obvious when narrating. _Melody had to wait until about 4:30 after school since she tripped over her words in her explanation. Long story short, she had to spend even _more_ time detention!

After School, Mel wanted to explore the secret headquarters again. Knowing Abby was somewhere in the world with a super cool jet stolen from there, she couldn't just let that go. She stepped on the plate that revealed Abby's location, still flickering from the Bermuda Triangle to Texas and back. Then a thought occurred to her, what if she can track Abby, _and _talk to her._ (Again, go the Shadow Avengers RPG thread to see what she's been doing since page 102.)_

Turns out there was a communication/tracking device attached to "all passengers" riding in the jet from launch, probably to enforce a "safety by numbers" deal. Melody shuffles through the buttons, trying to find the right ones for talking. She finally got it right.

"ABBY! I knew it was your crazy butt who stole the jet! Spider-Woman is gonna flip when she gets back! Come back here right now!"

"Uh...working on it?" Then there was a ruffling sound on the other end of the line, and then Mel saw nothing but "snow". She cut her off! Mel was so mad she hurt her hand on the keyboard and went on her way, talking to herself.

After that, she decided some time as ShadowGirl would get her adrenaline pumping. She undressed in some bushes outside of school, wearing her costume underneath. Mel balanced herself onto the lining of the wall, and pulled herself onto a window, and then the roof.

ShadowGirl had a plan. Malstrom Tech was having a reshipment. If this doesn't follow through, they give up. Whoever stole the prototype would want to be the only one to have one.

What ShadowGirl would do from there is simple: keep a lookout and stop anyone who looks like a bad guy, right by the docks she waited. And waited. And waited. Finally she fell asleep. Must be all the studying she had to fit in to pass her mid-term.

Melody woke up by the sound of a heavy boat pulling in. That was it. About twenty men, all wearing tan jeans and a black tee shirt were there for the arrival. _Suspicious, why would all the men be color-coded?_

One of the men commanded the others to take the crate and listened to a woman on the walkie-talkie. _Familiar voice, I just can't place it. _An ache in her side caused her to shift, accidentally breaking some scrap wood from a crate. Cover blown. The men turned and started firing off machine guns. ShadowGirl, defenseless against firearms, ducked for cover behind some metal in a nearby storage house.

After a moment of silence it was apparent they thought she was dead. The men finished loading the crate and that's when Melody decided it was time for an Oscar performance.

"You thought bullets could kill me? Really? I might as well force these pellets out of my body to finish you off right now! Lucky for you I feel generous."

"Who you think you kiddin'? Ain't nothin' super about 'cha."

"Oh yeah? Think of me as a Lady Daredevil!" ShadowGirl once again used her staff to ricochet the gun-hands of whoever seemed like the commanders, comparatively reminding her of Daredevil using his billy-club. _Now_ she was happy Sarah read her so many comic books as a kid!

Some men backed off, while others gave up on machine guns and decided to come after her with brass knuckles and night sticks. Still sore from Fangs, ShadowGirl decided to lure them away from the crate. The men followed her, raising their fists in anger of her interference.

There was a can of gasoline ahead of her. Being a fair distance from the mob, she poured a river of gasoline in front of her.

"As the Human Torch used to say, FLAME ON!"

Mel carried a couple of matches with her just in case, or at least in this cold weather, mainly for the cold and darkness. (Werewolf nightmares!) She stroke a match and dropped it in the gasoline, creating a barrier between her and the men.

The fire didn't spread because of the surrounding metal, nonflammable. ShadowGirl was relieved no one was after her anymore, or at least could get to her. All the same she had to figure out how to get to the crate herself. She found a back way out, climbed on the roof, did a double-back flip off, landing in a stick position and right next to the boat. Thank You karate classes!

When Melody reached a crate, she used her staff as a crowbar and opened it, just for her curiosity. It was empty. Once the men blocked off by the fire, they thought _The crate was empty? Heck with it!_ and just left.

ShadowGirl couldn't believe it. _All that work for nothing! But wait, what happened to it?_ Melody was very confused, but she didn't even patrol to clear her head. All she could think of is heading home.

First, though, she had to make a stop at her biology class. She left her clothes there and had to pick it up. Once she changed once again from ShadowGirl to Melody Grangier, she heard another familiar voice from within the class.

It was Danielle Piperman, at least from what she could tell. In high school, Danielle was a spunky blond, but now Mel looks at her in gothic clothes, and stringy black hair with a blue streak.

"Danni?"

"Mel? I kind go by Nebula now, but yeah, it's me."

"What…why did – "

"It's just what I am now. I'm really not that different! But, you know, if you wanna hang out or something like the old days – "

"That sounds great. I really could get used to spending time with old friends. Why are you away from Maryland anyways? I thought you were taking poetry classes at UMES."

"Scholarship. Coming here, even if it is mid-year. I'm gonna have to make it up in the summer."

"Then I guess you'll spend a lot of time with Sarah!"

"Sarah Typhon? She goes here? What for? Why would she have to make up classes?"

"Vacation. She was taking classes for criminal investigation."

"Same friendly neighborhood detective. I remember – " Then the teacher gave them a dirty look. Some people were staying after to study.

"Guess I'll catch up with you later Mel. How about Starbucks on 3rd Avenue? 'Round 7?"

"Sounds great! Bye."

"Bye!"

Wow. Meeting up with an old friend gave Mel a whole new outlook on the day. It made her forget all about the crate, and the missing prototype, until later on that is. Why wasn't the second prototype there? Who stole the first one in the first place? What is this mysterious weapon? Oh well, I guess it's time for Detective _Melody_ to get a jump on this case fast! Or else there could be another super villain on the loose…..


	23. a Nowhere to Go From

**Author's Note: Yup, when I had the idea to bring in characters from other people's writings, lifeisacabaret contributed A LOT! This whole group aside from Spider-Woman was created by him! Still, it was posted on , so we own none of these guys. It's all yours Marvel!**

**

* * *

**

Nowhere to Go From

* * *

"AAAAAAAAAAAAAAAAAAAAAAAAH"

"AAAAAAAAAAAAAAAAAAAAAAAAH"

The two screamed simultaneously. Spider-Woman and the new recruit Card flew through by the crude bamboo plane he constructed with his powers. He could manipulate the paper fine, but the weather he had no control of. It tossed the two around and Sarah's spider-sense going off like crazy the whole time they were flying. They were finally coming in for a landing, Card bent the plane up to lessen the turbulence so they had a smooth landing, but it didn't help much, because they were both nearly thrown out as they landed on what appeared to be an island somewhere.

"Uuuughhhh…yes, you do look cheesy dressed in macaroni cocoa pellets,"

"Um, Spider-Woman, you need to lay down after the ride, and, yeah, we really need a serious discussion about your dietary habits."

Blushing a little, being hereditarily overweight in her youth, she was able to ask, "Where are we? Where did you take us?"

"How am I supposed to know? I didn't expect that little storm we hit, but we should be able find _someone_ who can help us get back on track."

So they ended up looked through all sorts of jungle and shorelines, but there was no sign of intelligent life. Finally, they found to their dismay, a pack of wild cheetahs, taking a nap.

"Achoo!"

"Card, that was the worst possible time to sneeze!"

Ok, writer's joke, that really didn't happen. But they were in trouble all the same. To get around them, Spider-Woman grabbed Card, made a web-barrier around the cheetahs in case they woke up and the two swung out of the area, Card bending a tree branch so they had a place to land.

"Aaaaaaagh!"

"What is it? What's wrong?"

"Yes! I know where we are! A mental bond in my brain was activated! A member of my old team is here!"

"Old team? Mental bond? Card, you're starting to sound weirder than I did when I first landed here!"

"I was part of a team. There was a psychic who bonded us all together mentally in case we were ever separated or in trouble. We've been apart for a while; it was such a surprise to get that good-old headache back!"

"Ok, well, who is it exactly you're sensing?"

"I have no idea, but he or she's gotta be close. Yo! Eureka! Viscous! Random! Groaylesasd! Ollie ollie oxenfree!"

"The rest aren't here, but I'd love to take a message." said a man coming out from the bottom of the tree where Spider-Woman and Card were standing, also looking at the woman in webs & tights. "Name's Groaylesasd. And yeah, I'm a mind reader, too."

"Ok, well, I'm – "

"Spider-Woman. And nice to see ya again Card. You want to recruit me for a big uprising?"

"Um, yeah, but – "

"You don't want me reading your mind and find out about your little – "

"OK, YOU'RE PSYCHIC, I GET IT!"

"Hey, I'd be happy to join you guys; it's a good cause the way she goes over it in her head 50 times per second! We just gotta get the team together first. You fine with that Card?"

"Right now I'm just enjoying the show, but it sounds great to me. Have any idea where we are?"

"Yeah, and I know where to go from here. Random is somewhere in Germany, and the twins are in Scotland. And I know what you're thinking, and I know how we can get there…"


	24. b Taking a Little Break

**Author's Note: Yeah, just remember the a/b thing to keep you straight, and all this belongs too Marvel. **

**

* * *

**

Taking a Little Break

* * *

Every girl's gotta have fun, and so even with her best friend around the globe somewhere, a mystery to solve, and some old friends coming back into her life as she lives a double life, Melody Grangier always has time to be the same old party-girl she was high school! Even with her old friend Danielle, I mean "Nebula", going goth, they have a girl-date at the local Starbucks.

"Hahahahaha, so after that, you and Ryan still went to the prom? What about that mud stain that came through the sunroof, Dan – "

"NEBULA! And don't even get me started on the mud from the drive-by"

"People shot at you?"

"No, a car drove by and made him messy too! Um, Mel, hot guy, your speed, 12:00."

"No way, that's…..that's Ricky Maxwell from Sarah's criminal investigation classes. What a break!"

Ricky walked closer towards Mel while 'Nebula' gave them the slip for a private moment. Mel put down the double-mocha cappuccino she was drinking, getting one last sip first – addicting stuff! - and opened her mouth for a sec, but no words came out. Luckily he spoke first pretty fast so she didn't think he noticed.

"Um, Melody, right?"

"Yeah,"

"I…think we should go to the movies tonight. Monster Double-Feature. I'm buying, you in?"

"Yes! I mean, It'd be cool. I'd definitely show up. When can I meet you there?"

"At 7. Know it's kinda early for a monster thing, but they're both pretty long and all. So, it's a date?"

"It's a date."

Ricky walked away to talk to his friend Michael. Mel didn't care. She got a date with a hottie at a New York Starbucks! Could life get any sweeter? Nebula came back to congratulate her.

"Wow! He sure seemed confident. 'I think we should go out.' Whatever happened to guys _asking_ a girl on a date?"

"You were listening to us? Ugh, but I know where he got it. There was this one-legged guy who kept traveling to different schools. He was a motivational speaker. One of his jokes was for guys to ask out girls in the form of opinions so they can't say no because, well, how would it look to say no to an opinion?"

"Whatever. You just got more luck than my Elvira-esk dress and midnight black nail polish ever accomplished."

"Wow. Still can't get over you going goth."

Nebula and Melody went to Mel's apartment in Manhattan, Neb picking out what clothes she would wear on her date that night. (Probably not the brightest idea.) Mel decided to go the mall to pick up make-up, breath mints, and stuff while Nebula picked out the clothes. Once there, she couldn't help but to grab a corn dog. Biting into it, she bumped into somebody.

"Oh, sorry, my fault. My name's Melody."

"Brent, and it's okay, I should have been watching, but – "

"What Cute Kids! Um…..brother and sister?"

"Uh…babysitting. They wanted to see the local mall. Their names are Sharon and Yuri."

"Nice, you sound familiar though. Have we met?"

"Uh, don't think so."

"Are you a friend of Sarah's?"

"Yeah, actually I am. Friend…"

Then Nebula came from around the corner, panting because she ran all the way there! Her hair was all out of sorts and her top was pulled into a knot to fight the heat of the run. "Mel! I need your opinion on….oh, I didn't realize she was in a meeting. Nebula."

"Brent."

"Hey, you wanna go out some time?"

"Well, I guess, sure, but there is some place I gotta take these guys. Meet me at the florists' place down the street?"

"Ok. Later."

"Bye."

Unknown to the girls, Brent had to find Sharon and Yuri because while they were talking they sneaked away to check out an actual mall because there weren't any in where they lived in Australia. _(*see Spider-Woman issue 16 – Depression if you don't know what I'm talking about!)_ The girls actually didn't see this either, but Yuri was having so much fun, he started dancing to the music playing in one of the mall shops, Sharon trying to bring him back, but he already cut loose with an ice shard accidentally because of the arm-movements in his little dance. The ice shard would have cut Brent right through the chest, if his spider-sense didn't warn him in time. He bent backwards to avoid being hit, and that's what caught Nebula's eye.

"Um, did he just…girl I'm telling you, it's like he knew some freaky piece of ice was gonna fly by and hit him."

"Yeah, _riiiiiight_."

"He's psychic."

"Well, with the way you changed your look, you'd love it if he was real freaky wouldn't you?"

"Uh, maybe…hey, wait a minute! You don't like the way I look?"

In a different area, where Brent finally was able to discreetly web the two into submission, he shuffled them out of the mall, and into a cab, meaning it moved too slowly for Sharon's taste and she used her telekinesis to speed up on the gas.

"I don't get it, why couldn't we stay." said little Yuri.

"Bro, you don't understand. We can't use our powers here, not with other people around."

"Says the girl about to get us arrested for speeding! Take your mind off the gas!"

"I'm older, you can't tell me what I can and can't do!"

"Enough, the both of you! You've had you're fun, so now we can head back and you guys have to stay with me for the time being.

"At least until your date." Yuri rubbed in.

"Ugh, here's hoping _Spider-Woman_ is having better luck with the other recruits."


	25. a A Team Together and a Mending Heart

**Author's Note: Sorry, would have updated Sunday but my computer had a virus. Though with the amount of chapters I have and only one review, I doubt anyone actually reads this! (:P) Oh well, this is just reprinting anyways.**

**Ok, again, remember the a/b thing, k? K! All of this is owned by Marvel. Characters contributed by lifeisacabaret are Card, Groaylesasd, and all the others in that group.**

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A Team Together And A Mending Heart

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Soon the three are off. Card reconstructs a plane out of a papyrus plant, an early form of paper, which would carry them away. Spider-Woman sealed all the joints tight so it would be harder to wreck the plane in a crash like last time. Groaylesasd would be using his psychic abilities to tell if they were approaching a storm area, last warning being Sarah's spider-sense. It took a couple hours of constant arguing and simple annoyance being stuck with the bunch for that long, but the recruits soon landed in Germany, and both Card and Groaylesasd fell to the ground in pain, on what appeared to be the outskirts of Potsdam, Germany, a heavily populated capital city. Luckily they were out of earshot.

"Look, if you guys didn't like where I kicked ya, then maybe you should have thought twice before – "

"No…..Sarah…." Card managed to choke out. "Our mental link! It's very strong. Either Random, Eureka, & Viscous are all in Germany, or someone's real close!"

"How about both?" said a man who looked among the group in disbelief. Spider-Woman realized what was happening. Soon the four of them, Groaylesasd, Random, Eureka, & Viscous, were talking to each other, catching up, and so loud Sarah just couldn't understand what anyone was saying! Still, she missed her old team.

_Ironic, isn't it? The day I bring a team together is yet another day where my team has already fallen apart. Brian is controlled, Brent wouldn't wanna see me, I left Mel in New York, so I'm left alone trying to gather up a group of strangers to fight, and I'm not even with friends. _

They all hop on board, and then Eureka starts speaking in formulas, apparently that's his power, on when they should arrive to a show-down in New York. (Sorry lifeisacabaret, if I actually put formulas in there, I wouldn't understand my own writings, and I couldn't write that much of an action/drama now then, could I?) Yup, time to get ready for war.

"Um, can't we get there any faster? Card's elbow is in my stomach."

"Sorry Spidey, I just couldn't make a bigger plane with the resources I had to make it out of. Only a percentage of that stuff is actual paper, and paper is what my powers are limited to!"

"I could alter the formula for acceleration and be there in a limited time," said Viscous. "I just need to explain I will not take responsibility for, well, you've seen car crashes, right?"

"Forget it, I'll be patient, but Card better move over some!"

The gang was about half way across the ocean, when they heard a kind of _whoosh_ sound and Sarah's spider-sense went off. A fleet of what appeared to be hovering platforms with missiles and lasers, and the one in front had what can only be described as a giant T.V. in the front came up, and who other than General Core would be on screen.

"You're time is up Spider-Woman. You wanted war - - - you got it. You have your rebels, I have highly trained special agents from around the world. This is your last chance for your miniscule army to surrender!"

No one responded, sending back only hateful glares. It was apparent they aren't going to give up, so SHIELD prepared the weapons, TV screen now tucked away, replaced by some target-locking mechanism. That's their cue to fly the plane as fast as they could. As Viscous altered the formula of acceleration and decreased the time needed to take them back to New York, the hovercraft launched missiles in an attempted to bring them crashing down! Card maneuvered the plane in avoidance, but the crew took a hit.

The team was lowered to a few feet above the water, entering a fast approaching shore of the New York Harbor. If they couldn't get more altitude soon, it's certain that they would crash. Soon the SHIELD armada all began to fire lasers. Spider-Woman tried to use her webs to block the holes they were coming out of, but between the rocking plane and the fire arms, not to mention the little given room, it was impossible for her to make a direct hit on any of the targets.

"Maybe I can help!" says Random, motioning to suggest he was about to use a power.

"Wow, he speaks!"

"Shut it Card!"

Random fired off laser-beam eyes and sent a few of the SHIELD tumbling into the ocean. Everybody looked surprised, yet delighted, that there were now only a few enemy ships left.

"Um, Random, forgot to ask what your power was. Laser eyes?"

"No. It's different every time. I would have done it earlier, Spider-Woman, but a few minutes ago my power was growing hair through my – "

"Don't Even Finish That Sentence!"

Then a huge helicarrier beat them there as the gang headed up onto the shoreline. It covered over 10 square blocks of Manhattan. All the civilians headed inside, and the agents explained over the intercom not to panic, and that the threats will be eliminated soon. What must have been thousands, maybe even a hundred-thousand SHIELD agents descended from the helicarrier. The war has begun.


	26. b A Dance to Remember

A Dance to Remember

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At Melody's Apartment:

Earlier, the boys decided to change date to something special: a formal at city hall, so Nebula and Melody were trying to find the best to wear. Mel was looking through the closet, and prayed her friend wasn't looking as she came to her leather costume. Though neither of them were listening, a radio report was sounded from the living room T.V.:

"– and as the criminals appeared to be apprehended by an electronic pulse, police suspect yet another rouge mutant-vigilante, by the alias of Conduit. As the government attempted to protect us from these very dangerous mutants, it appears an upcoming war is inevitable. In other news –"

"I don't know Neb, my old dresses may not cut it."

"Use your old prom dress."

"It was pretty then, but I'm not sure it compliments my complexion."

"JUST PICK SOMETHING!"

Melody decided to go with her prom dress, a white, ruffled dress with decorative red splatters. Nebula, of course, had a black dress with silk cobweb-designed sleeves. When the girls arrived, they nervously approached their dates. For a while, everything was going great. The guys were charming, and the girls stole hearts with their humor. Then came a sight Melody never thought she'd see.

"April! What are you doing here?"

"Girl! You know I love to party! Even if it is one of those boring formals. Danielle?"

"It's Nebula." said Mel and Neb in unison.

The three began to reminisce about their high school adventures together, leaving Brent and Ricky in a rather awkward state. Still, a certain someone's spider-sense began to tingle. Brent went to the men's room for a quick change, knowing someone there is in danger.

"AAAAAAAAAAAAAAAAAAAAAHHHHH!"

A hideous, oozing creature came through one of the windows, also breaking the surrounding wall. Mel pretended to run away in fear to get to her costume she hid in the bushes outside, in case she was needed, I mean, City Hall? Prime target spot. Luckily, this was on the first floor, so in the panic she was easily able to reach her outfit and change in the shrubs. Still hidden, she was surprised to see two kids run in.

Meanwhile, Spider-Man was busy fighting off Fangs. He was never trained and knew only what was told to him, his family being hidden all those years. Spidey was able to hold his own, but couldn't for long.

"Our partner will be very pleased to find our threats eliminated."

"Partner? Who Are You Working For?"

"We work for nobody! We only fight allied for convenience! We will dominate, and we will be the greatest in history! Better than Carnage, better than Venom, we are FANGS!"

"Yeah, yeah, Fangs, root of Venom. You realize most creatures like snakes use fangs to _open_ the wounds, but the poison is in the _saliva_. So, shouldn't your name be Spit?" he taunts the symbiote, and already it begins to lash out at him.

Shannon and Yuri come in, helping Spider-Man take down Fangs. Yuri open-fires with ice shards while Shannon uses her mind to try to get inside Brian's mind, perhaps find some way to break the bond. With the kids holding down the front, Spidey noticed April, holding her chest and breathing heavily. Soon she collapses on the floor in an asthma attack!

ShadowGirl came in, all be it she didn't know where the kids came in, only noticing the monster in the background and her friend in need of a doctor. ShadowGirl grabs a hold of April, silently begging her to hold on. Carefully swinging April over her shoulder outside, she climbed to the top of the building, but she knew with no powers, there would be no way to jump across. In the corner of her eye, she could see Fangs getting away again, but Mel's mind was on the emergency at hand.

To her surprise, Shannon levitated herself from the inside, going out the window, and offered assistance. Melody recognized her now, being a teen Brent was looking after with her little brother Yuri. No time to 'break the news to him' now. Shannon lifted up April, and ShadowGirl jumped from rooftop to rooftop as the other two were just floating across.

Soon they approached a hospital, and as Shannon didn't want to be identified, it was ShadowGirl's turn to take over. She held April in he arms and ran into the hospital.

"Please! Somebody help! This girl is having an asthma attack!"

"You just need to fill out these forms and – "

"There's no time! Just take her to the emergency room! And hurry!"

A man in a doctor's uniform took April onto a stretcher and carried her into a room, but then the secretary made her leave. Apparently the ShadowGirl costume is startling to most people. As she went outside, Spider-Man swung down to talk to her.

"Is your friend ok?"

"Yeah. Thanks for taking on Fangs, I'm sill a little sore from last time. Good thing that spider-sense of yours must have told you he was coming!"

"Yeah….. about that … my … grandfather, the original Spider-Man, he was once bonded to the symbiote, so none of us can really sense if a person like Fangs is coming. But my spider-sense _did_ go off, so – "

"So ….. someone _else_ must be dangerous in that ballroom!"

"Melody, we have bigger problems!" he said pointing over the skyscrapers surrounding the hospital. A huge helicarrier beat them there as the gang headed up onto the shoreline. It covered over 10 square blocks of Manhattan. All the civilians headed inside, and the agents explained over the intercom not to panic, and that the threats will be eliminated soon. What must have been thousands, maybe even a hundred-thousand SHIELD agents descended from the helicarrier. The war has begun.


	27. a Ready For Battle

**Author's Note: Ok, you all know the a/b drill by now (if you don't you deserve a slap in the head!) but I promised I'd explain what happened to Abby in the RPG that _does_ exist in the same continuity. **

**She took the secret jet to the Bermuda Triangle and ended up in Texas in the Past. The Creature came with her, you know, that boss/creature mish-mash from the first arc? She teamed up with a super-team where she fought and readied to pour seawater down some dude's pants. Good times! Anyways, the Creature is stuck uneffectively in the past and Abby found a way home.**

**Marvel owns everything.**

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Ready For Battle

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Spider-Woman and her recruits crashed the ship on the platform about 10 feet above the water. Card used some paper material from the crash and cut apart some members of their welcoming committee. Soon they were surrounded by SHIELD troopers, all with the direct order from General Jason Core to capture, if not kill all metahuman or vigilante rebels. Viscous and Eureka used their power over the formulas of physics to give the effect of having enhanced strength, speed, agility, and endurance to fight. Groaylesasd used his psychic abilities to let select troopers get a _massive_ headache from information overflow. Card keeps using pieces of the plane as blades and projectiles while Spider-Woman stuck to her webs.

Spider-Woman was cut across her stomach by one, so she webbed him and used him as a weapon, slinging him against the next group of troopers. Card was struggling, being there a limited supply of paper, and as he brought down about 8 soldiers, he was forced backward and injured his ankle, dirt and _sea-muck_ all over his clothes! Random did the best he could holding them off, but luck would have it the powers he had at the moment were near useless. (Don't ask what it was, trust the writer here!) Groaylesasd, Viscous, and Eureka were the best fighters, able to anticipate the others' movements.

"Everybody move!" Spider-Woman yelled. "There are too many of them! We have to fall back!"

Just then a particular trooper with a long scar down his eye lashed towards Spider-Woman while she was off guard and knocked her to the ground. Before she could do anything, he lunged a battle knife towards her chest, but Card used razor-sharp paper to knick him in his gun hand. The trooper also kicked Sarah to where she was about to tumble into a gorge that was created by the moving military vehicles, but Card caught her in time.

"Don't worry, Angel, I gotcha."

As the recruits moved toward the state park to think up a better plan, Sarah couldn't help but blush. She hadn't been looking at anybody since the Brian/Brent fiasco, and thinks she must be out of her mind to consider Card after all that, but couldn't help but admire him. The troopers seemed to fall back as they took advantage of a momentary cease fire and regrouped also.

"Ok, Spider-Woman, what are we supposed to do next?" Random asked. "It figures as soon as I can shoot energy from my hands we fall back!"

"Fighting off an entire army is getting us nowhere. We need to reach the guy in charge, that _Core_ guy. We need to reach him and then – "

"Then what?" started Groaylesasd. "He won't listen to us. Risking our necks to get to that guy is useless."

"We have to try! We aren't fighting to just stay here out of sight and hide. We were doing that before! People need to accept us and senseless violence isn't going to do that. We need to get our message through now more than ever."

"I agree." began Sharon, levitating her brother Yuri. "Our father sacrificed himself doing what we are now, on a mission for the same cause. It is time the dream was realized. SHIELD has gone too far. We need to talk to General Core."

"Aw. Sis, now you're sounding like a fortune cookie!" said her little brother Yuri.

"Leave it to you to ruin a mood!"

"Yuri, she's right, why don't you just _chill out_?"

"My power is ice! How could I possibly _not_ chill out?"

_Ugh. This war thing isn't turning out so well. Let me get this straight in my head. I need to lead the rebels to an opening where we can have a little "chat" with General Core. My recruits are injured, though most are here. I need someway to get these guys in there and…is that Abby flying and chasing after my ex? _

"GET AWAY FROM ME ABBY!"

"C'mon, you're unattached now remember? We can _so _go out!"

Spider-man swung down in front of Sarah, and was nearly hugged to death by the psycho psychic Abby Morden, who now knows everything about this writing piece because of the way she was zapped out of an RPG I used her in. There was an awkward moment between them, and then Eureka came over saying, "As much as I'd hate to interrupt the awkward silence, we need to go out to the front before the troopers decide to make a comeback, right oh-so-fearless leader?"

Spider-Woman swallowed her doubt and stated, "Right, but we need some way to get there. The main scouting helicarrier is about 2 miles off from where we are, and that's where we need to be."

"Whoa," said Card. "I thought our goal was to talk things out and _avoid_ the people trying to kill us."

"I can hear where she is going with this; after all I can read people's minds. Keep going." interrupted Groaylesasd.

"Ok, well, we need to divide into groups. Sharon, Yuri, Card, Spider-Man, you're with me. Groaylesasd, Random, Viscous, and Eureka, you all stay and hold off the troops while we find a way to get to General Core."

"What about me, Spider-Woman?"

"Abby? Um…you stay with – " she could see the growing sadness/psychoticness in Abby's eyes behind her glasses, and began again, saying, "Abby…..ok, fine, come with Spidey, Card, and me."

"Yay!"

"What? No! Oh man, can someone get her off me?"

After prying Abby off of Brent, the ten went off to begin their plan. As soon as they came into view of the SHIELD agents, they were bombarded. Yuri was stabbed an injuring the ones in front of him with ice shards and Sharon repelled a minority of them wither somewhat limited telekinesis. Some of them should lose a few pounds! Groaylesasd, Viscous, Random, and Eureka all fought their hardest, but with the majority taking the _general_ route, they were at odds. Random used the ability to turn himself into water to go inside each individual's mouth and waterlog them. (Hey, he never _asks _for what power he gets!) Spider-Woman, Spider-Man, Card, Abby, Sharon, and Yuri made way through a line of troopers, determined to end the war.

Spider-Man used each agent as a wrecking ball to tear down around the next eight. Spider-Woman shot web balls at them, while Car is resorting to hand to hand because there is no paper around for him to manipulate. Sarah and Card back into each other, and for a minute felt each other's hand. Sharon and Yuri pushed their way through the army, struggling to keep up. All of a sudden Conduit using his electric pulse pushed himself through the sky.

"Am I late?"

"No, just help the others while we make our way inside."

"Sweet!"

Conduit zapped a majority of the agents, lightning coming from his hands. The infiltration team made it inside, somewhat. Spider-Woman and Spider-Man webbed their way up to the rim of the helicarrier, where some robots were awaiting them. Being the first ones up, Spider-Woman distracted the robots while Spider-Man pulled out their circuits. Sarah was surprised to see in the distance to see ShadowGirl on the frontlines, and a familiar face she couldn't place. She tried to yell over to them, but it was no use. She was about to try to make the peace between them when it seems their last recruit arrived just in time. A blue, swirling portal opened as a charming figure walked out. Yup, now they're all here.


	28. b Realization

**Author's Note: Here, Abby explains what happened to her in the past, but I did so at the begining of the last chapter because this document manager just doesn't take well to rambling and took out a lot of the words in the run-on thing. **

**Marvel owns everything.**

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Realization

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ShadowGirl was paralyzed by the situation. With permission, she hopped onto Spider-Man and he gave her a ride to the shoreline. Hopefully Spider-Woman would be in New York by this point, so they waited by the docks, which was earlier set as the rendezvous point. Spider-Woman and her recruits were nowhere to be found. The troopers stormed along, so the two needed to find cover until reinforcements arrived, but curiously enough, Brent noticed what was left of a plane constructed by what looked like papery vines.

They headed into the warehouse, which by chance was the same one that Melody was investigating.

"Spider-Man, what am I supposed to do?"

"Why are you asking me?"

"Because you're the descendant of a real hero and I'm a girl with no powers, Sarah's gone, and I just don't know what to do! Oh God, I sound like a total feeb."

"You sure do."

"Ok Spidey, it's not like you're supposed to _agree_ with me!"

"What? I didn't say that."

"You didn't? Then who – "

"ME! And I really wish I didn't hear that confession of yours, ShadowGirl. It feels a lot less satisfying destroying you when I knew I would slaughter you from the start!"

"Wait, why are you after me? You work for SHIELD?"

"No, but you've interfered with my plans too much, you need to be out of the way. Name's PowerStrike, and I guess I know today's first hit!"

Standing on a crate above them, ShadowGirl was looking at a girl in entirely black leather, kind of like her, but had red goggles to conceal her identity…..and the prototype from Malstrom Tech! It was a staff, again, like Melody, only it was double-bladed and glowing on both sides. This'll be fun. Only there was something really familiar about her. She just couldn't put her finger on it.

Spider-Man decided to make the first move to use his webbing to snatch away her prototype, but it projected a force field and knocked him into ShadowGirl who was still paralyzed by mystery, being deep in thought trying to place the face, or what she could see of it. PowerStrike used her staff by spinning it, and out of both ends came blasts of plasma. Brent's spider-sense kept him out the way, but ShadowGirl struggled to keep her distance. Out of her boot, she grabbed her collapsible staff, and started hand to hand.

They kept blocking each other's moves, and PowerStrike made ShadowGirl lose her balance and she fell to the ground. She was able to dodge the plasma bolts by mere inches and got back up onto her feet to fight. Spider-Man, on the other hand, caught a flash of a yellowish-blonde color and ran after it. Maybe it is someone else to team up with, careful not to be running into SHIELD agents. Then his heart sank and digestive fluids unsettled as he saw a familiar face.

"Oh noooooo…Abby Morden? I thought you took a private jet to the Bermuda Triangle, or Texas, or something like that."

"Ohmygoshohmygoshohmygosh,'thavetoworryabouttheCreature,,lightiningstrucktotakemeback,butitletmerealizewe''swhattheaudiencecalls"BreakingtheFourthWall"soreallyI'mthemostintelligentpersonhere,statuswiseanyways."

"Travel through time? Role playing game? Fourth wall? Abby, forget it! For your sanity, or what's left of it, just forget everything you just said!"

"Oh Bre-ent!" she sang lovingly. "I was able to realize who you are too! Since you and Sarah aren't together now, how about we – "

"NO!" screams Spider-Man, who tries to swing away, but is chased by the levitating psycho psychic. Meanwhile, Melody was chased by PowerStrike across the docks. ShadowGirl now stood on a narrow plank above the freezing cold ocean waters, a good 10 feet above.

"Let's END this!"

"PowerStrike, c'mon! Did I really interfere that much? This is the first time I met you!"

"You've seen too much, you and that new Spider-Man. You've even shown prowess in defeating my minion, Fangs!"

"Correct me if I'm wrong, but he said partner."

"Whatever! I just needed him for muscle, and now that that's done he's just as expendable as you!" said Powerstrike as she used her new tech to blast ShadowGirl off the docks. At the same instant, Fangs jumped on her, slashing her stomach into a bloody mess, but she is still conscious, and strong enough to pull herself onto the edge, dangling over the ocean.

"WE ARE NO ONE'S MINION! WE will Dominate! WE need not prove ourselves to the likes of You!"

The fight knocked off her power-staff and goggles, revealing her true identity…Nebula! When Melody was blasted off, she used her staff in a horseshoe effect, and circled around the pole and up onto the safety of the platform. She stood over Nebula, at first not realizing what was happening. The she helped her up to safety.

"Why are you helping me!"

Before Mel could answer, the two of them realized what was happening behind them. As ShadowGirl helped up PowerStrike, Fangs was ready to attack. Before he could, troopers used sonic waves to bring him into custardy. They fired off guns that sprung wires that hoisted him to the ground as the symbiote separated from his body. Fangs was Brian Johnson once more. PowerStrike couldn't move in fear of what would become of her after the battle.

A single trooper stood in front of his men facing the girls, then barked one last statement before battle. "Troop #24873 Private Williams Speaking! Costumed vigilantes are prohibited on the earth as of the Hero Relocation Act! Unless you volunteer your bodies to the government, you either surrender now, or fight to your last breathe by order of General Jason Core, Commander of SHIELD! "

Guns pointed toward the two, powerless as they were, and ShadowGirl hesitated when deciding surrender would not be an option if the world would truly be free for _all_ people, mutant or otherwise. Like a wind of hope, the sound of skin freezing below zero aided them. It was none other than Yuri, the little mutant from Australia, who froze the entire troop standpoint to let Mel and Nebula go free.

The two felt themselves being lifted as Shanon used her psychic abilities to levitate the group, saying "C'mon, we need all the help we can get on the front end. I'm not sure how long Spider-Man, Spider-Woman, or the others can hold off an army!" The group of four floated to the battle scene, where Abby, Brent, Sarah, and about 4 others were fighting to their full. Most outfits were torn and bodies bloodied by the seemingly never-ending battle as the sun begins to set.

"Neb….Miss, I'm sure you think you can't do much, but there is more at stake here. I don't know why you would want to take control of criminals and steal stuff like that, but if you could take me down, you're good enough to help! We may not be mutants, but you and Creature would be here whether heroes were or not. What do ya say? Wanna help?"

"Count me in….." she said with indecisiveness in her voice.

Whatever happens next, it's going to decide the fate of _heroes everywhere. _


	29. War and Peace

**Author's Note: So, this is the series finale. If you're reading this that means you read through all those chapters I wrote when I was first writing this all the way until I began my own original series (accessible in my profile), so you can see I improved a lot. (:D) Or, at least I'd like to think I have. lol **

**Marvel owns it all, I hope you enjoy!**

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War and Peace

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Stepping out of the portal was none other than Sarah's first recruit, Ryan Pace, who had come to help the team of metahumans at the darkest hour of war, just as he promised. Everyone infiltrating the base as Spider-Woman had told them had found their way up to the platform. Once getting past the robots, the group moved into an interior sector, setting off multiple alarms. Into this hallway, spikes, probably tipped with poison (a little old fashioned) flew from the walls as all exits began to close. Sharon used her telepathy to try to hold it off, Abby aiding her, and trying not to feel useless.

"Hey! That's not the only reason!"

Whoops. Forgot she learned how to break the fourth wall after she got struck by lightning. Making yourself look crazy won't help you! Yuri shot ice shards to fill in the holes to no more could come out. Everyone dodged the spikes, the two Spider-People, having an extra edge via spider-sense, also looked out to make sure no one else was hit. As a corridor was closing, Card took out a scrap piece of paper and used it as an explosive, using his power to energize the paper past its maximum extent.

The bunch got out at the last second before the exit slammed and bolted itself closed, but Spider-Woman and Spider-Man got separated from the group as they fell through a trap. They found themselves in what appeared to be a holding cell. Spider-Woman banged against the cell door, then broke into tears.

"Whoa, Sarah, we're gonna get outta here!"

"I know, it's just….everything that's happened…..all I wanted was to be a great detective. Now my friends are at war, I could die in any battle – "

"And you got a nasty flesh wound too. We've come this far, I'll get you out of this, just not sure how. I'm not as strong as I used to be."

"Yeah, that's something else I noticed. What's with you?"

Brent struggled for a minute, knowing it would upset her. He set her down on a wooden bench in their cell, and began the story. "Look, remember when I told you I was the son of Spider-Girl?"

"Yeah."

"That actually disgusted me. She's my sister."

"WHOA! WHAT? You LIED To ME?"

"Wait! I have a loophole! I mean explanation! You see…..my name was Ben Parker. I'm really the son of Spider-Man…..the first one. After the Hero Registration/Relocation Act, they not only hid my family and used our stories as entertainment for cover, they changed our name. When I told you….I didn't know you then. I figured it was a shorter story, and you bought it. I figured everything was fixed."

"So they just messed with your life like that? I COULD KILL'EM!"

"Sarah – "

"Hey! We're at war now! I'm allowed to kill! And how is that related to your strength?"

"Got my powers prematurely. Bloodline runs thin after a couple times. Only way for the bloodline to return to normal is if, well, next generation Spider would have to have a spider mom _and_ dad. "

"Oh, um, yeah, I get it. But we better find a way out of here."

About five minutes passed by and nothing came to them. They were trapped. The enter cell was surrounded by all kinds of traps – laser sensors, security cameras, robots. Out of the blue, a plasma bolt fired from the other side of the room, destroying the robots, another fire taking out the security cameras. With a double-back flip past the sensors, landed none other than ShadowGirl. Not surprisingly at her side was Nebula, and nauseatingly at her side was Abby Morden. As she saw Spider-Woman and Spider-Man looking at her, Nebula responded, "Your rescue party has arrived! And don't get me started on how I fished this thing out of the ocean! What luck! It's waterproof!"

Abby telekinetically tore apart the cell walls, not the bars, THE WALLS! After Abby clung herself to Brent, and after Spider-Man demanded a restraining order, the group was on their way to the main control room, thinking that must be where Commander Core must reside. While they were running, Spider-Woman slowed down to talk to ShadowGirl, letting the others race ahead of them.

"Wait, Mel, how did you catch up with us? Last I saw you, you were just arriving to the front."

"What can I say? I'm good, and _you guys_ wasted time locked up. You'd think your spider-sense would have given you a clue!"

All Sarah could do was smile, not because she thought that was funny, though she kind of did, but because she was just happy to see her friend again. As they began to pick up the pace, there were surveillance videos all around of the rest of the team in progress. The two sides were still neck and neck, no clear winner. Sarah held the cut across her stomach, no longer bleeding. The videos showed the recruits holding off against the SHIELD agents, and the partners she was separated from, fighting off interior soldiers.

Spider-Woman returned with ShadowGirl, Nebula, Abby, and Spider-Man. She seems to have interrupted a conversation between them, and heard Nebula say that she was ready to put the whole "criminal empire by blast-point" thing behind her and start up a relationship with her date. Seeing how there was only one guy in the room, Sarah entered a state of panic, but reminded herself that Brent isn't her boyfriend anymore. She grabbed him by the arm discreetly to talk to him privately.

"I heard Neb…"

"And I talked to Card. You and him?"

"Yeah, gettin' there. You and Neb?"

"Uh-huh. _Spider-sense_…wanna kick some butt?"

"Thought you'd never ask!" as it turns out, what was setting off their spider-sense was more soldiers defending the interior lines. As the group fought them off, Sarah couldn't help but to feel a small achievement. She and Brent were friends again. Fighting like before. In an instant, Spider-Woman had an idea and used two side walls and her webbing to catapult herself into the soldiers. Spider-Man used a different technique, shooting a line of webbing to each soldier and letting them hit _each other_. ShadowGirl and Nebula, or as she now calls herself, PowerStrike, used their staffs to majorly injure whoever attacks them, given PowerStrike's shoots plasma bolts. Card carried pieces of the paper plane they arrived in to use as a weapon, being sure to fight alongside Spider-Woman.

As the group pushed forward, it became apparent Conduit found his way in and tried shutting down the power supply. This worked, but only to an extent. The security films and perimeters were offline, but the lights, other electrical systems and such were still functional. He shot a bolt of electricity to bring down the last metallic door standing in their way at the end of the last corridor. There they all saw Commander Jason Core standing in the middle of the main room of the helicarrier. He was in his mid-twenties, but had a serious expression on his face, filled with anger, as if he had experienced such encounters. For him, this was personal.

Card, Spider-Woman, ShadowGirl, Conduit, Abby Morden, PowerStrike, and Spider-Man stood side by side in front of him, Card reaching for Spider-Woman's hand, herself growing a smile. Powerstrike began saying, "OK, _Commander_, I'll give you 5 seconds to call off your army or you can call yourself Swiss Cheese!"

Spider-Man reached on her shoulder, whispering, "Um, Neb, I don't think that shows that supers come in peace!"

Spider-Woman took the floor. "Look, Mr. Core, we only attacked because, you messed up a lot of lives with these Hero Acts, and all we want is to be able to live like normal people, but still be able to help in the way others can't, in the way that people have been doing for years, and saved the world, or even the universe numerous times! I realize SHIELD can handle most threats, but having to hide who we are, what we can do, that is no way to live. "

Spider-Woman's speech didn't faze him. Commander Core rose what looked like a machine gun, shouted "Supers have caused enough trouble!" and began open firing. Everybody felt that is was this moment where they were going to be killed, but Groaylesasd used his psychic abilities to shield all the bullets from the recruits. Everyone breathed a sigh of relief as Random, Viscous, Eureka, and Groaylesasd had reached them from the front lines.

"I was about to do that!" Abby busted in.

Dang it Abby! You weren't about to do that, so stop interrupting my stories!

"But I was!"

Were not!

"Were so!"

Were not!

"Were so!"

"Ok, Abby's lost it, and by that I mean more than her obsession of me." Brent began. "I vote we put her in a padded cell before we continue to confront the commander. Who's with me?"

"That won't be necessary." said a voice in the distance. Everyone turned to see an elderly man with an eye patch coming their way, with a lady by his side whom Sarah recognized as Summer Madstone, the woman who first briefed her on the symbiote and the happenings at SHIELD.

"Commander Fury! You're supposed to be retired!"

"Jason Core, this issue was easily resolvable, and in no means was it ever worth going to war for our reasoning. Let the capes and costumes come back. Surely they couldn't do anymore damage than you already have."

"But-but, there is a lose symbiote and – "

"Already being separated from the host body."

"And all the destruction the supers have caused – "

"Are no more devastating than the destruction you're army has unleashed; this would never have happened under my command! You are hereby stripped of all power, rank and title. You are dismissed, or would you prefer to be escorted out?" he said gesturing toward agents who seemed to have quickly changed sides. They held SHIELD grade ammunition to him, but he knocked the guns out of the way and began to run. Before the recruits could start chasing after him, Ryan Pace opened a portal and used his staff to create a wind that would suspend the depowered commander to the wall, out of breathe as the winds would churn in a way that would deprive him of oxygen.

Somehow he was able to sputter out, "You….you can't do this to me Fury…..you don't have the power to…."

"Consider me reinstated."

Still loyal followers of this costume-hater sounded, letting the recruits on guard for battle, but found the battle already over. Sharon was telepathically levitating some bodies as her little brother Yuri used his ice powers to slide in the rest of them on an ice bridge. Nick Fury turned to Spider-Woman and Spider-Man with a look of admiration and promised them the matter would be resolved. They did it. The recruits won the war.

Afterwards in a safe section of the helicarrier, the group was finally able to relax, and Card, Random, Viscous, Groalyesasd, and Eureks were discussing putting their team back together. In honor of the war that was just won, they decided to call themselves _The Recruits_. In the mean time, Sarah couldn't get her mind off Card, even though Melody was confessing to her a little infatuation with Conduit. Sharon picked up Yuri with victory and spun him, letting him enjoy what was the first, and soon to be many of his adventures. Ryan Pace saw how metahumans of this dimension didn't need his help, and went on his way through a portal, without a word, to assist people throughout the universe.

Sarah Typhon savored her personal victory. Her friends were back together. She reunited a team, one member of which started as annoying, but she is really beginning to like. Capes and costumes are no longer seen as the past, or covered up as being seen as the stuff of fiction. People can be themselves again. Life was good. Of coarse there was still Abby, but in general. Spider-Man congratulated her on everything they had accomplished together, and left to talk to The Recruits. Still, Spider-Woman couldn't help but think of the sparkling person under his mask and thought maybe….Just maybe…..


End file.
